Sir James and the Cadwalladers discuss Brooke's political ambitions. The Trumpet, an opposing newspaper, criticizes Brooke's penchant for preaching in favor of charity for the poor while allowing his own tenants to live in relative squalor. He charges exorbitant rents, but his tenants live in miserable conditions. Sir James and the Cadwalladers hope that the public embarrassment will prompt him to improve the conditions on his estate. Sir James attempts to convince Brooke to hire Garth to manage his estate, but he is unable to succeed.

Sir James convinces Dorothea to aid in reforming Brooke. Dorothea expresses admiration that he plans to make the conditions on his own estate coincide with his political ambitions to "enter Parliament as a member who cares for the improvement of the people." Flustered, Brooke replies that she is too hasty. A footman arrives to report that he caught Dagley's son poaching. Dagley is one of Brooke's tenants. Will tells Dorothea that Casaubon forbade him to go to Lowick after his refusal to quit Middlemarch. Dorothea feels terrible. She believes Casaubon's behavior to be greatly in the wrong.

Brooke visits Dagley to talk to him about his son's poaching. Brooke is keenly aware that the Dagley homestead looks dismal. Mr. Dagley is drunk and in bad spirits. Brooke asks him to reprimand the boy. Dagley states that he will do nothing of the sort. He lets Brooke know that all of Middlemarch is talking about the Trumpet's scathing editorial. Brooke departs hurriedly, stinging from the unpleasant knowledge that he is not exceedingly popular everywhere.

Caleb Garth receives a letter from Sir James asking him to manage the Tipton Grange and Freshitt estates. Farebrother arrives to deliver a message on Fred's behalf. Fred has left to return to college, and his shame over his debt prevented him from delivering his farewell in person. He reports that Fred has asked him to try and convince Mr. Vincy to allow Fred to choose a profession other than the Church. The Garths tell Farebrother of Featherstone's last request and Mary's feeling that she may have prevented Fred's inheritance unknowingly. Mr. Garth plays with the idea of taking Fred into his business, but Mrs. Garth thinks his family would never allow it. He also tells his wife that it appears that Mr. Bulstrode plans to buy Stone Court from Joshua Rigg Featherstone.

Joshua Rigg Featherstone argues with John Raffles, his abusive stepfather. Raffles hassles him for money, but Rigg will pay his mother a weekly allowance and no more. He tells Raffles he will be driven away should he approach Stone Court again. Raffles notices a letter signed by Mr. Bulstrode and carries it away with him.

Despite all of her devoted care, Casaubon is convinced that Dorothea judges him harshly. His speculations regarding Will and Dorothea are full of suspicion and jealousy. He believes that she was the cause of Will's return from Rome and his decision to take up residence in Middlemarch. However, he believes Dorothea to be innocent of bad intentions. Rather, he believes she is vulnerable to Will's manipulation. He resolves to protect Dorothea from Will's machinations. He consults Lydgate about the state of his health. Lydgate replies that his health is fragile, but he could still live another fifteen years.