Lily continues to work for Mattie and assist in the Gormers' social ascendancy. The couple begins to build an estate near the Dorsets', prompting Mattie and Lily to visit the building site often. During one of their visits, Lily is approached by Dorset, who apologizes for the events in Europe. She treats him with disdain, but feels some pity for him. Dorset is desperate for her friendship, but she dismisses him.
When Lily arrives at the Gormer estate, Mattie tells her that she has just met Bertha. Lily is struck by a sense of foreboding. This foreboding is realized as Lily recognizes an eventual increase in Bertha's influence over Mattie's tastes and behavior.
Lily struggles with increasing debt, and resolves to marry Rosedale. Dorset makes a surprise visit to Lily. Lily realizes Dorset only wants to relate to her his own misery and is barely cognizant of her dire financial straits.
Lily encounters Rosedale at Carry's home. Carry tells Lily that Mattie has visited her in the company of Bertha, revealing to Lily that her tenure with the Gormers will soon come to an end. Once again, Carry emphasizes that the only way Lily can even the score with Bertha is to consent to marry either Rosedale or Dorset.
In this chapter, we are introduced to the nameless child of Carry, who is contrasted with the presence of Rosedale. This scene will be echoed later with the baby in the arms of Nettie Crane Struther.
Carry very rightly warns Lily that Bertha continues to torment her because she fears that Lily might expose her affairs with Selden and Silverton. If Lily possesses wealth through marriage, Carry reasons, the power that comes with such money will render Bertha powerless.