On the way out of the city, Natasha glimpses Pierre on the street. They talk, and Pierre says he is staying in Moscow. Natasha wishes to stay with him. Pierre, depressed with news of Helene’s intended remarriage, has been living in the house of his deceased Masonic advisor, Bazdeev. Pierre has been sorting through the books and papers Bazdeev left, and has disguised himself in peasant clothes and armed himself with a pistol for self-protection.
Napoleon, meanwhile, is in the Poklonny Hills near Moscow, filled with pride that the great city will soon be his and imagining the high level of civilization he will bring to Russia. He prepares to meet with the elders of the city, to appoint a governor, and to conduct other business. But Napoleon is startled and insulted by the news that the elders have left Moscow, and that the city is full only of drunken mobs, like a hive without its queen bee. Some of the Russian troops being convoyed out of Moscow are tempted to escape and loot the abandoned shops, and it is hard to maintain order among them. With the gentry and administrators gone, anarchy threatens the city, and murders proliferate.
Count Rostopchin, local commander of Moscow, is told to reinstate order. In order to promote public tranquility, however, he lies to the common folk, telling them Moscow is in no danger of French invasion. He also makes insufficient preparations for total evacuation of the city. Though out of touch with popular feeling, Rostopchin imagines himself as leader of the people of Moscow. When he is told to leave the city without any opportunity for heroism, his ego is wounded. He gives thoughtless orders to release prison inmates and patients from mental asylums out into the city.
Rostopchin prepares to leave Moscow, but he is delayed by the necessity of dealing with a political traitor named Vereshchagin—the man who earlier forged Napoleonic decrees and distributed them. Rostopchin publicly displays Vereshchagin and orders the crowd to punish him, which they do with cruelty. Inwardly, Rostopchin is sickened by the mob. Riding in his carriage on the way out of the city, he is approached by a lunatic who thinks himself to be Jesus Christ. Rostopchin again is inwardly appalled at the cruelty he has caused. Rostopchin meets Kutuzov, whom he gently blames for the chaos in Moscow. Kutuzov meaninglessly states that Moscow will not be abandoned without a battle, though that is exactly what is occurring. The French troops enter Moscow and delightedly enjoy its houses and food supplies, looting wherever they can. Careless soldiers contribute to igniting vast fires that consume much of the city.
Meanwhile, Pierre, still lodged in Bazdeev’s house, is obsessed by what he sees as mystical evidence that he is destined to be Napoleon’s vanquisher. Constantly drunk and nearly insane, he develops a fantastic plot to assassinate the French leader. When a French officer named Ramballe wanders into the house, Bazdeev’s madman brother fires upon him. Pierre forgets his disguise and rushes to the officer’s aid, asking him in French if he has been wounded. Ramballe calls Pierre his savior and invites him to dine. The patriotic Frenchman rhapsodizes about Paris and informs Pierre that Napoleon is to arrive the next day. He tells Pierre tales of love, and Pierre confesses his love for Natasha.
The Rostovs catch sight of Moscow in flames, which causes the countess and the servants to weep. Natasha, who has learned that Andrew is in their convoy, is agitated to think he is sleeping just across the courtyard. In the night, she sneaks into his room and greets him. For the first time, Andrew remembers his earlier battlefield revelation about true happiness. He imagines Natasha to be a hallucination at first, but then sees she is real. Natasha begs Andrew for forgiveness.