While Frédéric is in Nogent, Deslauriers reviews some of his legal documents involved with his intended job for Dambreuse. Deslauriers decides that he himself should have this job—and have Madame Arnoux. Imagining himself to be like Frédéric, he visits Madame Arnoux under the pretext of discussing the loan Frédéric had made. He declares his love for her, and she laughs at him. Humiliated, Deslauriers tells her Frédéric is getting married, which shocks her. Alone, Madame Arnoux realizes she is in love with Frédéric.
In Nogent, Frédéric and Louise get to know each other. Louise tells him she is in love with him and asks him to marry her. Frédéric hesitates, then says he will. At home, he receives letters from Dambreuse, asking him to dinner; Deslauriers, suggesting that he stay in Nogent; and Rosanette, asking for money. He decides to go back to Paris and think.
Frédéric is unhappy in Paris. He wants to marry Louise, especially because of Roque’s wealth, but he feels this would prove his weakness. Mademoiselle Vatnaz visits, compliments the good taste of his possessions, and tells him Rosanette wants to see him. She tells him that Rosanette is now with the wealthy Prince Tzernoukoff. Mademoiselle Vatnaz declares her love for the actor Delmar.
Frédéric visits Rosanette and gives her the money she’d asked for in her letter. Rosanette had requested this money as a ruse to see him again. She invites him to the sea, but Frédéric bristles at the thought of hiding from her rich lover.
One day, Frédéric runs into Madame Arnoux on the street. They talk briefly, and then Frédéric goes to see Deslauriers. Deslauriers tells him that he told Madame Arnoux he was getting married and that she had been shocked. Deslauriers reveals that Senecal has been freed from prison and that Dussardier is giving him a party.
At the party, the guests discuss politics and the state of France, where more and more freedoms are being restricted. Hussonnet is there, and he is civil to Frédéric, saying nothing about the article he wrote for Le Flambard. Afterward, Dussardier walks home with Frédéric and Deslauriers, and the two men try to convince Frédéric to buy Rosanette’s portrait from Pellerin and to let go of his anger. Frédéric gives in. Deslauriers is glad that Frédéric has decided not to take the job for Dambreuse.