Miss La Creevy laments that for all he had done, Nicholas couldn’t save Smike. Nicholas takes comforta that Smike’s last days were peaceful, and he was able to comfort him.
After resting, Nicholas asks Kate if the Cheerybles have made arrangements for Madeline. She says no, but she doesn’t want to lose her. Nicholas doesn’t want her to go either, for he admits that he loves her.
Nicholas doesn’t plan to court her, being bounded by his duty to the Cheerybles. He appreciated their generosity since Smike’s illness. Even if it were possible in the future to marry Madeline, it is so far off that he would likely be greatly changed.
Kate tells Nicholas that Frank asked her to marry him, but she refused—though she loves him. She did so for the same reasons Nicholas had given his mother about why the union couldn’t take place. Nicholas approves.
Kate tells him that Frank is determined to speak to his uncles about it. Nicholas decides that he’’ll ask the Cheerybles to remove Madeline from the house to remove temptation out of his way.
Nicholas paints a picture where he and Kate will grow old together, having done the honorable thing in sacrificing their true loves.
Nicholas goes to Charles Cheeryble and confesses his love for Madeline. Charles tells him he didn’t violate his duty. Nicholas says he managed to stay resolute, but constant association is weakening him. He asks for her to be taken away. Mr. Cheeryble agrees, and he promises not to reveal Nicholas’ love for Madeline.
Nicholas also mentions Frank’s proposal, but Mr. Cheerbyle already knows about it. He promises to take care of both matters. He tells Nicholas to meet him later, for many strange things have happened.
Nicholas learn what has transpired. While the Cheerybles are kind to him, they act differently towards him. They seem embarrassed and anxious.