Smike flees as quickly as he can, not even paying attention to whether the direction will take him home. He believes he hears Squeers’ voice pursuing him, and it takes him a while to realize this is just his imagination. He tries to cover his tracks to prvent Squeers from tracking him.

He goes to Newman Noggs’ apartment. Newman and Nicholas have been searching for him. Depressed by it being unproductive, Noggs is glad to see Smike when he answers the door.

Noggs tells Smike to rest. He’ll tell Nicholas and Miss Nickleby that he has returned. Smike is pleased that Kate has been concerned. He bursts into tears. He wants to return home immediately, so Noggs escorts him back. The family is glad to see him.

Nicholas goes to work. Tim Linkinwater talks about a hunchbacked boy who grows beautiful flowers. He is getting weaker now. Tim always felt sorry for him. The boy likes to watch him at night, and he believes the boy feels like he keeps him company. Tim says he’ll miss the boy when he dies, even though they have never shaken hands.

Nicholas goes to Mr. Charles Cheeryble’s office to deliver a letter. There is a woman on her knees. Mr. Cheeryble is trying to get her to rise. Nicholas recognizes her as the lady who had inquired about a governess position at the Register’s Office.

The woman faints. The Cheeryble brothers dismiss Nicholas. He is curious about the woman and why she is there. When Tim returns, he tells Nicholas that the woman has visited every night.

Nicholas asks Noggs to follow her and find out about her. Two nights later, Noggs meets Nicholas with news. He tells Nicholas the woman’s name is Cecilia Bobster. He has arranged a meeting with her. She seems as good-hearted as she is beautiful. Newman told her that Nicholas loved her.

Cecilia is an only child who lives with her cruel and hot-tempered father. Her mother is deceased. The maidservant has quite a bit of influence over her, which is how Noggs got her to agree to the meeting. He wasn't able to find out what her business with the Cheerybles was about. Nicholas gets the idea that the woman is miserable.

He is upset that she is so easily won, and he realizes that it is probably due to her desire to get out of her situation. However, he is certain of her virtue, and the Cheeryble brothers have a good opinion of her.

Nicholas dresses nicely. Newman tells him they are sneaking inside the kitchen, for if the father catches them, he’ll beat her. Nicholas is appalled.

They meet in the cellar. However, her father’s loud knocking frightens her. She begs them to leave. Noggs drags Nicholas out.

When they are in the street, Nicholas tells Noggs that he followed the wrong woman and servant. He doesn’t care, though, for he is now smitten with this lady.