Major Bagstock will accompany Mr. Dombey on his travels. Before they leave, Major Bagstock hints that Miss Tox is ambitious and hopes to make an advantageous marriage. While Dombey and Bagstock wait to board the train, they meet Mr. Toodle, who tries to offer his condolences about Paul. Mr. Toodle explains that the family is doing well, except that his eldest son Biler has fallen into bad company. Dombey is irritated that his efforts to educate the boy have amounted to nothing. He and Major Bagstock travel to Leamington.
Shortly after arriving, Bagstock and Dombey run into Mrs. Skewton, an acquaintance of Bagstock’s, and her young widowed daughter Mrs. Edith Granger. Bagstock explains that Edith lost both her first husband, and a young son, and, while very beautiful, has rejected many offers of a second marriage. They are not wealthy, but come from a good family.
Back in London, John Carker expresses worries to his brother James about their sister Harriet. James says that once Harriet chose one brother over the other, he had no further interest in her. James Carker has also received a letter from Mr. Dombey saying that if Walter had not already left, someone else should be sent instead so that Walter could remain in London. Meanwhile, Carker has two people waiting to see him at the office: Sol Gills and Biler Toodle. The latter has come asking for work. Carker summons him into the office and shakes him violently, accusing him of being a thief. Biler says that he is not, explaining that he has had difficulty since he stopped attending school, but was bullied so much when he did go that he didn’t feel he had any choice except to stop. Carker calls in Sol, who has come with his payment on the money Dombey loaned him. Carker asks him to hire Rob Toodle (Biler) as his assistant, which Sol agrees to do. Later that day, Carker and Rob go together to the Toodle household. Mr. Carker makes it clear that he has gone out of his way to secure work for Rob, earning the gratitude and good feeling of the Toodle family. Carker then explains to Rob that he wants to be kept informed about what happens at Sol Gills’s shop, and in particular he wants to know whether Florence comes to visit. He makes it clear that Rob is not to tell anyone that he is reporting this information to Carker. Meanwhile, Toots has taken up residence in London and regularly comes to call at the Dombey house, as he is in love with Florence. With hopes of winning Florence’s heart, he believes he has to get close to Susan and tries to flirt with her. While he is doing so, Diogenes thinks she is being threatened and attacks him. As he wrestles with the dog, Carker happens to be passing by the house on his way back from meeting the Toodle family. He takes the opportunity to introduce himself to Toots.
Florence continues to lead a lonely life in the Dombey house, with only Susan and Diogenes for company. She clings to the idea that she will someday be able to earn her father’s love. She is finally persuaded to go and visit the Skettles, but before she does so, she learns that there has been a delay and absence of news about Walter’s ship. She decides to go and see Sol Gills, feeling anxious about Walter. When she arrives at the shop, she meets Rob Toodle. He explains that Sol is not at home, and is indeed very anxious about Walter. Florence and Susan decide to go and see Captain Cuttle, in case he can offer any helpful news about the ship that they can convey to Uncle Sol. When they arrive, Captain Cuttle reassures them that he does not think Walter will be in any danger. He also says that they could get a second opinion from a seafarer named Bunsby who might be able to offer further reassurance. Florence, Susan, and Cuttle go to meet Bunsby and then they all go back to see Sol. Sol is clearly agitated and anxious, even though Bunsby is confident that nothing bad has happened to Walter’s ship. Everyone, including Captain Cuttle, leaves the house feeling worried about Sol Gills.
Florence goes to stay with Sir Barnet and Lady Skettles. Their son is home from school, and Doctor and Mrs. Blimber are also visiting them. Florence continues to be obsessed with the relationships between parents and children, hoping to unlock the secret of how to cultivate a better relationship with her father. There are also hints that Lady and Sir Skettles hope Florence will someday marry their son. One day, Mr. Carker comes to the house and introduces himself to Florence, explaining that he is on his way to Leamington to see Mr. Dombey and would be happy to relay any messages. Carker manages to discreetly tell Florence that there was still no word of Walter’s ship, making Florence worried and uncomfortable.
Captain Cuttle wakes up very early to find Rob in his apartment. Rob has come to tell him that he had woken up that morning to find Sol Gills mysteriously vanished. The packet Sol left behind was addressed to Cuttle, so Rob has brought it to him. Cuttle opens it to find that Sol has enclosed his will, with instructions for it not to be opened for one year, or until Walter’s fate has been determined. Sol says he may never be seen or heard from again, but that his debts are paid, and that he hopes Cuttle will look out for Rob. Rob and Cuttle go back to the shop, but Cuttle cannot find any clues of where Sol might have gone. Cuttle believes that Sol’s despair about Walter has driven him to commit suicide. Cuttle decides to move into Sol’s lodgings and take over the shop, so that if either Sol or Walter ever returns, they will have something to come back to. He keeps Rob at the shop to help him.
This section reveals how the status and wealth of the Dombey family makes it hard for them to cultivate genuine relationships with others, or to know whom to trust. When Bagstock implies that Miss Tox has been aspiring to marry Dombey, Dombey is dismissive of this idea. While it will turn out that Tox is actually a faithful and benevolent character, this does make it clear that she has had her own motivations for cultivating a relationship with the Dombey family. Bagstock of course is scheming and being disingenuous in revealing this information, in that he has own reasons for wanting to ensure that Tox and Dombey never marry. Bagstock also plays an active role in introducing Dombey to Mrs. Skewton and Edith Granger, two characters that quickly assess him as a potential match and start calculating how to ensure that he wants to marry Edith.
At the same time as Dombey finds himself at the center of a web of schemes, Florence is also attracting attention. While Carker's precise plans are not yet clear, he is clearly interested in her connection to Sol and Walter. His recruitment of Rob Toodle as a spy introduces the theme of surveillance into the novel. Carker will both observe the Dombey house himself and make sure that he knows the whereabouts of Florence. Furthering the idea of Florence's intuitive wisdom, she is immediately uncomfortable with Carker. Because, unlike her father, she is not blinded by pride and vanity, she can see Carker for what he truly is.
As Florence gets older, she also becomes the subject of interest as a marriage prospect, especially now that she is the sole heiress to the Dombey fortune. While relatively kind and benign, the Skettles family is clearly aspiring to a match between Florence and their young son. Carker is also very interested in whether or not Florence might have hopes of marrying Walter. Because of her position, Florence is rarely taken on her own terms: she represents a kind of asset to be used in mergers and acquisitions.