David and Steerforth stay at Yarmouth for a little over two weeks. On account of David’s frequent visits to his childhood home at Blunderstone, he and Steerforth are intermittently apart from one another. Being the bold, enterprising fellow that he is, Steerforth acquaints himself with the locals and engages himself in many activities. Meanwhile, David learns that his childhood house is now occupied by a lunatic gentleman and the people who take care of him. He learns that his former neighbors Mr. and Mrs. Grayper are vacationing in South America, and that Mr. Chillip, the doctor, has remarried and is the father of a sickly child.

One day, David goes to Mr. Peggotty’s boat house only to be surprised by what he finds there. The house is vacant but for Steerforth who is uncharacteristically brooding. David’s presence startles Steerforth who proceeds to lament his circumstance which has deprived him of a father. At David’s encouragement, Steerforth regains his usual good cheer and they head out to have dinner. On their way out, Steerforth works his magic, cheering up Mrs. Gummidge who is returning home from the market. Presently, Steerforth tells David that he has bought a boat, which he will name Little Emily and which he will temporarily put in Mr. Peggotty’s care, amazing and delighting David when they espy Emily and Ham in the distant. The two parties meet, exchange pleasantries, and part. David can’t help but think what an ideal couple Emily and Ham make. Needless to say, Martha Endell is grateful.

Suddenly, a poor, desperate-looking woman runs past David and Steerforth. David, who thinks he has seen her before, surmises that she is a beggar who believes there is something to be gained by soliciting Ham and Emily. Steerforth wonders aloud what evil omen she portends.

Presently, David and Steerforth attend to their dinner. They are met by Littimer who has come to Yarmouth at Steerforth’s request; Littimer, who is a sort jack-of-all-trades in addition to being the Steerforths house servant, will see to the rigging of Steerforth’s newly bought boat. As before, at Littimer’s presence, David becomes self-conscious of his relative youth and lack of experience.

When dinner is concluded, Littimer approaches Steerforth and informs him of Miss Mowcher’s presence and of her wish to cut Steerforth’s hair. Informing David that he will presently make the acquaintance of a truly unique character, Steerforth agrees to meet with Miss Mowcher.

David is indeed astonished when Miss Mowcher makes her appearance. She is roly-poly, has a double chin, has no neck to speak of, let alone legs, and is as effusive of speech as an overactive geyser. She boasts that she manicures the nails of the Russian Prince, and having finished trimming Steerforth’s hair, she tries to foist her services on David—to no avail. The conversation turns to the topic of pretty women, and Emily’s name comes up. Steerforth avows that Emily deserves to have been born a lady what with her charm and prettiness.

When David returns to Mr. Barkis’ house for the night, he is surprised to find Ham there. He is waiting outside, while Emily is inside conferring with the poor, desperate woman whom David and Steerforth had seen running past them earlier in the day. Apparently, this woman, who was reviled by the local townspeople, had wished to speak with Emily. Reluctant to upset Mr. Peggotty, Emily, who had granted the woman her wish, had suggested they remove themselves to Mr. Barkis’ house. Presently, Peggotty emerges from the house and beckons Ham to enter; David follows. Inside, Emily tells Ham that the woman, whose name is Martha Endell and who David recognizes as a former employee in Omer and Joram’s milliner shop, wishes to go to London where she intends to start a new life, and that she is in need of financial assistance. Subsequently, Ham hands Emily a canvas sack of money, which in turn is handed to Martha Endell.