Kate is invited to dinner by Uncle Ralph, where she suffers from unwanted attention. On his arrival in London, Nicholas is informed of an accusation against him.

Kate is still hounded by the unwanted affections of Sir Mulberry Hawk and Lord Verisopht. Nicholas and Smike prepare to take to the stage.

Nicholas and Smike decide to return to London after Nicholas receives a letter from Newman Noggs concerned about Uncle Ralph’s treatment of Kate.

Nicholas finds employment with the kindly Cheeryble brothers while Smike is in for a shock after Squeers arrives in London and begins plotting with Ralph.

It’s pistols at dawn as a duel to the death takes place, and Nicholas interrupts the marriage of his beloved with equally tragic consequences.