The first night of Kate’s employ, Miss Knag raves about her to Mrs. Mantalini. She says that Kate is such a well-behaved, unassuming young lady who doesn’t put on airs because she was chosen to model outfits. Madame Mantalini is less impressed, blaming Kate for making her customers ill-humored. Miss Knag blames it on inexperience, but Mrs. Mantalini thinks the girl is just awkward. She doesn’t know why the uncle said she was pretty, for she finds her to be very ordinary. Miss Knag had considered Kate a potential threat due to her beauty. However, after the girl performed poorly, Miss Knag developed a great affection for her.
The next day, Miss Knag tells Kate she has no talent for modeling. However, all she needs to do is to stay in the background and not attract attention to herself. Kate is only too glad to do this, for she hates having people stare at her.
Miss Knag walks with Kate that night after work, meeting Mrs. Nickleby. She is condescending because she is also better off than the Nicklebys financially.
Mrs. Nickleby boasts how clever Kate is, and she doesn’t doubt that she must be good at her job. Miss Knag humors her. Mrs. Nickleby talks about how a friend of her late husband always doted on Kate. He was always complimenting her right before he asked Mr. Nickleby to lend him more money.
Miss Knag talks about how her mother used to loan thousands of pounds, and she doubts that they will ever be repaid. Miss Knag invites them for supper. They meet her brother Mortimer. The Knags fight with their charwoman. Mrs. Nickleby and Kate are concerned that Mr. Knag seems to be out of humor. Miss Knag tells them that he is in love with Mrs. Mantalini. His chances of marrying her had seemed good. However, the disappointment gave him the genius to write three books.
The Mantalini staff are amazed that Miss Knag continues to remain friendly with Kate, for it is out of character. However, on the fourth day, a lord comes in with his fiancée and her sister to look at nuptial bonnets. The fiancée takes the much older lord behind the glass to kiss him. She gets offended when she catches Miss Knag spying on them. She asks Mrs. Mantalini to send up the pretty, young girl they had seen the other day. The fiancée continues to say that she hates to be waited upon by elderly frights, and she would prefer to have the young girl model for her always. The customers also mention that everyone has been remarking on Kate’s beauty. Mrs. Mantalini tells Miss Knag to fetch Kate, and that the forewoman needn’t return. Kate amuses the company by blushing.
When she returns downstairs, Kate finds several girls attending to Miss Knag, who had fainted. She is crying. Everyone gives Kate dirty looks. Miss Knag starts screaming at her, calling her a bold-faced hussy. She has been the model for fifteen years. Miss Knag wails how the customer called her elderly and a fright. She tells the other girls that anyone who talks to the usurper Kate is not her friend. Kate sheds tears in private.