Sal's first stop in Denver is Chad King's house, where Chad lives with his parents. Sal learns that Dean and Carlo Marx are in town, but Chad hasn't seen them. Sal senses that there has been a break in their group.
Sal moves in with Roland Major, into an apartment owned by Tim Gray's parents. Sal describes Major--a Hemingway-esque writer type who is scornful of the "arty" people that are invading everywhere--and the Rawlinses, who live a few blocks away. No one answers when Sal asks about Dean. Finally, Carlo Marx calls and updates him: Dean has a new girlfriend, Camille, and is running back and forth from Marylou to Camille, lying and making love to both of them. Dean and Carlo are having long talking sessions, taking benzedrine, and sometimes going to the midget auto races. Sal and Carlo go to gather Dean one night (Carlo hides because Camille doesn't like him, and Dean answers the door nude, being busy with Camille as always), and go to meet some girls, one of them the waitress Rita Bettencourt, who Dean has picked for Sal. It becomes a big group party. Sal tried to take them back to his apartment, but Major won't let them in, so they roam around downtown. Sal eventually finds himself alone and out of money; he goes home and sleeps well.
Sal's old road friend Eddie shows up in Denver too. Dean takes both of them to the street markets to get jobs. Sal doesn't want to work; he has a free bed, and Major buys food--all Sal has to do is cook and wash the dishes. There's a big party at the Rawlinses, then Sal heads to Carlo's. Carlo reads Sal his poem "Denver Doldrums" in which he describes the Rockies as "papier-mache." Sal stays after Dean arrives as planned at 4 am, pretending to sleep half the time, through one of Dean and Carlo's night-long talking sessions. They talk about all the details of their interactions with each other, with abstract free associations. In the morning, Sal walks home, watching the mountains turn red as the sun rises.
Sal goes with Major, the Rawlinses and Tim Gray on a trip into the mountains to Central City, an old mining town now full of tourists. They take over an empty old miner's shack for the weekend. They start off by going to see the opera, Fidelio. Sal feels on top of the world. After, they have a huge party at the shack and then Ray Rawlins, Tim and Sal hit the bars. They see a local character, Denver D. Doll, going around shaking hands with everyone. Rawlins gets into a fight; they go out into the street and Sal feels the ghosts of old miners around them everywhere. Rawlins gets into another fight, insults a waitress, and finally they are thrown out.
After returning to Denver, Sal finds out that Carlo and Dean were also in Central City. They didn't know he was there. Dean has set Sal up with Rita Bettencourt for that evening, and Sal talks her into sleeping with him, but she remains unimpressed. Sal has decided to go to San Francisco, and makes his rounds saying goodbye, walking around Denver. More friends arrive in Denver. Sal gets his shirt back from Eddie. Everyone else is planning to go to San Francisco too. Sal receives more money from his aunt and leaves on the bus.
Now that Sal is with his friends, we see his role among them. In Carlo's apartment, after Dean and Carlo have been rambling for a while, they ask Sal for his opinion. He gives a cryptic answer, and when they accuse him of holding back, he protests that that is simply because he doesn't know what they are trying to get at. He covers his eyes with his hat and says he is going to sleep, and then listens in peace. They accept him in his role as observer. Sal says that if they keep this up they will go crazy, but he wants to know what happens as they go. This is the most open statement of Sal's desire to "be along for the ride"; all the time he is living out his dream experiences, he is at the same time recording it all as material for the very novel we are reading.
There are hints that some of these idealistic visions are facades, and that there is sadness and disillusionment in the future--as in the past. Carlo Marx's description of Denver in his poem "Denver Doldrums," quoted by Sal, gives us a very different perspective of the same place, people and time. The grand Rockies are "papier-mache"--a collapsible facade, a sham. Central City, the legendary mining town, is now full of "chichi" tourists--like the Wild West festival in Cheyenne. Much of what Sal sees are parodies of his vague dreams, sell-out spectacles. He enjoys them nonetheless, but is rapidly sated by Denver, wanting to move to San Francisco quickly. It is as though only movement can keep him from seeing more deeply, more than he wants to see.
For the first time, too, Sal implies that something of more serious cultural significance is happening among this group of friends. In Central City, a line from Fidelio resounds with truth in his mind: "What gloom!" as a baritone rises from a stage dungeon. He thinks of Dean and Carlo as representatives rising from a gloomy underground too, "a new beat generation I was slowly joining." Sal is more reluctant than Dean and Carlo to discuss serious topics. Dean and Carlo ask him for a conclusion at one point, and he says that the last thing is "what you can't get," something perhaps too much for anybody to know. Sal makes truthful observations, but doesn't like to draw conclusions. Carlo, however, accuses him of being negative. Seen in this way, there is something desperate to Sal's need to keep moving, to refrain from concluding-- trying as hard as he can to enjoy something he knows will inevitably end.