Mrs. General tries to coach Amy Dorrit, who tries very hard to learn. She is anxious and uncomfortable, but she is trying to submit to help her family. She finds Fanny’s kindness helpful in getting her through this trial. Fanny is condescending and superior, but Amy doesn’t mind this. She admires Fanny.
Fanny tells Amy one night that she thinks their father is too polite to Mrs. General. She believes the woman hopes to ensnare him, and their father admires her enough to become infatuated. Fanny couldn’t bear such a union and would marry Sparkler to escape it. Amy can’t believe her sister is serious, but Fanny seems to be—if only so she could treat Mrs. Merdle the way she wishes to.
Amy thinks about the possibility of her father marrying Mrs. General. She couldn’t deny her father was polite to the woman, but she couldn't discern partiality on either side.
Fanny is very cruel to the devoted Mr. Sparkler. Sometimes she favors him, and other times she ignores him completely. Edward finds Sparkler as his constant companion rather tiresome and often has to sneak away. Sparkler often follows Fanny’s gondola. He inquires after Mr. Dorrit as if he were in bad health.
Blandois visits Mr. Dorrit, who requests him to tell Mr. Gowan that he wants him to do portraits for the family. Henry is not too keen on the idea. The next day he reconsiders it.
Henry admits he is new to the trade and a bad painter. Mr. Dorrit still wants him to do it, wanting to make Henry indebted to him. Henry requests they do the portraits in Rome, which both the Dorrits and Gowans will be leaving for shortly.
Little Dorrit and Mrs. Gowan become fast friends. Both women have an aversion to Blandois. Both believe he treats them differently than the others in a subtle way.
When Mrs. Gowan bids goodbye to Amy before she leaves Venice, Blandois insists on escorting her home. Mrs. Gowan tells Amy that he killed the dog—she is certain of it. Henry doesn’t suspect him. Blandois had said that the dog must have gotten vicious because it had already gotten poisoned.
Little Dorrit sees how similar Venice is to the Marshalsea. People come in and out. They always claim they’ll leave soon, but they never have a definite date. They pay a lot for miserable rooms. They pretend to like it but envy the people who have left. They couldn’t settle down, tended to infect each other with ennui, and became idle.
The Dorrit family moves to Rome. There, they hear the accepted interpretations of the ruins and paintings from the acceptable sources. Mrs. General does well there, for everything is a pretense.
Mrs. Merdle and Fanny form a friendly sparring acquaintance. Mrs. Merdle talks about how her son enjoyed Venice with such gracious hosts as the Dorrits. Fanny acts like Mr. Sparkler was just another guest.
Mr. Dorrit is disappointed that Mr. Merdle won’t be arriving in Rome. Mrs. Merdle claims he hasn’t traveled in years. Mr. Dorrit hopes to see him in England, and Mrs. Merdle claims she is looking forward to it. She finds her son’s passion for Fanny more favorable.
Mr. Dorrit is hoping to get some financial advice from Mr. Merdle.