Arkady and Bazarov spend a very pleasant two weeks in the orderly household of Madame Odintsova. Bazarov at first complains that this strictly regulated existence violates his sense of democracy. Madame Odintsova parries that without order in a country life one would be conquered by boredom.
Apparently unrequited in his feelings for Madame Odintsova, Arkady seeks consolation by spending his time with the young Katya. The two young people play the piano, read stories together, and observe nature, but Arkady is determined that no sentimental emotions will influence him.
Meanwhile Bazarov is maddened by the strange feelings he has toward Madame Odintsova because he realizes that he is totally unable to subdue these emotions. At the same time, Bazarov occupies Madame Odintsova’s thoughts constantly. While Bazarov is contemplating his relationship with Madame Odintsova and realizing the futility of it, his father’s old retainer, Timofeich, drops by for a visit. Bazarov wonders if his parents have sent the retainer and sends word that he will soon be home for a visit.
That evening, Bazarov surprises Madame Odintsova by announcing his intentions of leaving soon. She recalls to him that he has promised to teach her some chemistry and help her in other pursuits. She assures him that he will be missed and that she will be quite bored when he leaves. Bazarov sarcastically suggests that she can return to her ordered and quiet life and will not be affected by the departure of such an insignificant person. Upon further entreaties, Bazarov asks Madame Odintsova why a woman with your intelligence, with your beauty, lives in the country. She makes some observations about her life and assures her new friend that she is very unhappy. She has lived so much in the world that she no longer finds many things to interest her. She wishes that she could actually get strongly attached to something, and Bazarov counters by telling her that she is incapable of falling in love. Secretly, he thinks that she is being flirtatious at this moment and is quite disturbed. As Bazarov prepares to leave, she tries to restrain him, but he presses her hand rather hard and quickly leaves.
After his departure, Madame Odintsova sat for a long time before she went to bed. Bazarov, however, walked for two hours before he went to bed. Arkady tries to question his friend about his whereabouts, but becomes so emotionally disturbed that he cannot speak clearly.



















