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In the spring, Sal goes to Denver, working in a wholesale fruit market for awhile and not liking the hard work. He is lonely; no friends are there anymore. He wanders around, envying what seems to him to be the simpler, happier lives of the Denver Mexicans, Japanese and blacks, and imagines Dean and Marylou as children there. One night, he sits in a crowd at a neighborhood softball game, with kids of all races, and envies their joy. After, Sal spends the night with a rich woman he knows, and in the morning she gives him money to go to San Francisco.
Dean, now living in a house on Russian Hill with Camille, answers Sal's 2-am knock stark naked as usual. Dean tells what he has been doing: working as a mechanic and going crazy over Marylou, who has slept around a lot and is now married to a used-car dealer. At one point, he even wanted to kill either her or himself. Now, with a hurt hand, he is staying at home taking care of his baby daughter, who he thinks is wonderful. All this time, Camille is sobbing miserably upstairs.
In the morning, Dean and Camille have a terrible fight. Sal is uncomfortable and embarrassed. Camille throws them out, calling Dean a liar and sobbing. On the street with their luggage, Sal suggests that they go to New York, and then Italy. Dean realizes for the first time how much Sal cares about him; they feel they share a common fate, a new closeness, and feel both uncomfortable and joyous. They see a sunlit Greek wedding party below--they could imagine themselves in Cyprus at this moment--and then take the cable car down the hill.
They decide "everything": they will stick together, and they also resolve to find Dean's father, wherever he may be. First, though, they will have two days of fun in San Francisco. Their friend Roy Johnson chauffeurs them. Sal wants to find Remi Boncoeur, but he's not in Mill City anymore. They go to see Galatea Dunkel, who has been left by Ed again. She berates Dean for his lifestyle, and for leaving Camille and his daughter. The other women glare at him too. Dean just giggles. Sal defends him, and they go out to a crazy jazz joint, where a tenor saxophone player plays his heart out and connects with Dean. They go to another jazz place, where an alto sax player who looks like Carlo Marx makes the whole room shiver with his playing. They stay out all night carousing, ending by stopping at a new friend's house. The new friend has a wife who, woken from sleeping, only smiles and asks no questions: Dean says she is a "real woman." They manage to sleep at an acquaintance's place. Sal stops by Galatea's (who is nice to Sal but prophesies doom for Dean) to pick up their luggage. Regretting that he is leaving San Francisco already, Sal gets a taxi for himself and Dean and they head east again.
Ideas of race, which are strong throughout (Sal constantly idealizes the "brown peoples" as living a simpler, more joyous life) are particularly prevalent when Sal is in Denver this time. He wishes to be black, equating the black world with joy, "kicks," darkness, music--none of which he can get enough of in his own world. He wishes to be a Denver Mexican, a "poor overworked Jap," anything but "'a white man' disillusioned." He blames himself for having "white ambitions"--this is why he left Terry. But, as he continues strolling through the streets, imagining Dean and Marylou as children there and stumbling into the happy multi-racial softball game, it becomes clear that Sal doesn't want to be something or someone else in particular: he simply does not want to be himself. However, his racial stereotyping and attitudes are important to pay attention to in the cultural and historical context of America in the late forties and early fifties (See the Context section).
Typically, when Sal is on the move again, on his way to San Francisco, he feels like all of his problems are solved. In San Francisco, though, Dean is not doing so well. For the first time, Sal has come to him, and after they are both thrown out by Camille, Dean also needs Sal for the first time. Sal recognizes the moment in which they are standing on the top of the hill as pivotal: Dean has a new respect for Sal, and Sal's friendship. Being macho men, they are embarrassed as well as pleased by their new closeness.