Mr. Gradgrind is a man of "facts and calculations." He identifies a student, called Girl number twenty, who replies that her name is Sissy Jupe. Gradgrind corrects her that her name is Cecilia regardless of what her father calls her. Jupe's father is involved in a horse-riding circus and this is not respectablein Gradgrind's opinion. He advises Cecilia to refer to her father as a "farrier" (the person who shoes a horse) or perhaps, a "veterinary surgeon." Sissy Jupe is a slow learner, among the group of stragglers who admit that they would dare to carpet a room with representations of flowers because she is "fond" of them. Sissy is taught that she must not "fancy" and that she is "to be in all things regulated and governed by fact."
Mr. Josiah Bounderby is Mr. Gradgrind's closest friend, and just like Gradgrind he is a man "perfectly devoid of sentiment." Bounderby is very wealthy from his trade as a banker, a merchant and a manufacturer among other things. He has an imposing figure and his entire body is oversized, swelled and overweight. He calls himself a "self-made man" and he always tells his friends (the Gradgrinds, primarily) stories of how he grew up in the most wretched conditions. Mrs. Gradgrind has a very emotional temperament and she usually faints whenever Mr. Bounderby tells his horror stories of being born in a ditch or having lived the first ten years of his life as a vagabond.
Mr. Gradgrind is at first hesitant but he soon agrees with Bounderby that Cecilia must be removed from the school so that she might not infect the other students with her ideas. He and Bounderby find Sissy and proceed towards the public-house where she lives to deliver the news. Looking through the room, Sissy finds that the trunk is empty and she is suddenly fearful. The other members of the performing group also live in the public house and they try to explain to Sissy that her father has abandoned her. He has not left out of ill will, but because he thinks that she will have a better life without him as her guardian. It was with this intention that he had her enrolled in Mr. Gradgrind's school. Mr. Bounderby is morally enraged that a man would actually desert his own daughter. She has no other family in the world.
This certainly changes Mr. Gradgrind's plansas he had originally come to the public house with the intention of dismissing Jupe from the school. Despite Bounderby's opinion, Gradgrind does not think it is in good taste to abandon Sissy after she has already been abandoned. Gradgrind gives her a choice to make on the spot: either she can stay with the Sleary performing group, remain in Pegasus's Arms and never return to his school, or she can leave Sleary's company, live with the Gradgrinds and attend school. If she chooses this option, of course, she is forbidden to have extended contact with the performersthough they are the only people that she knows. It is a difficult decision for Sissy to make but at the urging of Josephine Sleary, Sissy chooses to leave Pegasus's Arms and join the Gradgrinds.
The town library was sometimes the source of Gradgrind's dismaywhen readers opted for literature rather than geometry and drama instead of statistics. This sort of existence has become unbearable for the young Gradgrinds. Tom tells his sister: "I am sick of my life, Loo. I hate it altogether." He and Louisa are both sulking in their room and Tom insists that Louisa is the only person in his life who is capable of making him happy. Everyone else has fallen under the sway of dullness but Louisa has managed to keep a spark of the interesting alive.
The story turns to the workers of Coketown, a group of laborers known as "the Hands." Among them lived a decent man named Stephen Blackpool. He is forty but he looks much older and has had a hard life. In fact, those who know him have nicknamed him "Old Stephen." Stephen has very little as far as intelligence or social graces and he is very simply defined as "good power-loom weaver, and a man of perfect integrity." After his long hours in the factory, once the lights and bells are shut down, he looks for his friend Rachael. On this night, he cannot find her but just when he is convinced that he has missed her, she appears.
Rachael is also a laborer, she is thirty-five years old and she is a gentle, caring person. They have been friends for many years and Stephen takes consolation in this. Whenever his life seems unbearable, Stephen knows that Rachael will make him feel better. She repeatedly advises him that when life is as unpleasant as theirs, it is better not to think about it at all. They walk together towards the part of town where they both live. Here, the houses are extremely small and dirty. Stephen does not even live in a househe lives in a small room above a shop. He tries best to keep things as orderly as possible and he is always courteous in regards to the woman who rents the small room to him.
It seems that this night is full of bad luck for Stephen. He enters his room and he stumbles against a wretched figure that frightens him. A drunk and disabled woman is in his room and she is apparently someone that he knows. As the chapter ends, she laughs at Stephen scornfully. She has returned from some part of the past to ruin his life and give him even more to worry about. She passes out in a drunken stupor and Stephen is left to his misery.
Mr. Gradgrind prepares to have his serious discussion with Louisa, who insists upon remaining dispassionate throughout the entire encounter. Gradgrind tells his daughter that she is the subject of a marriage proposaland Louisa does not respond. Gradgrind expects Louisa to convey some emotion, but she is entirely stoic and reminds Gradgrind that her upbringing has prevented her from knowing what emotions to express.
Gradgrind explains that it is Mr. Bounderby who has made the marriage proposal and Louisa refrains from registering any emotional response. When her father asks her what she intends to do, Louisa turns the question back to him and asks him what he thinks she ought to do. Gradgrind looks at the situation analytically and dismisses the fact of Bounderby being fifty years old. The marriage has little to do with love and is simply a matter of "tangible Fact." In the end, the decision is for Louisa to make. But as she does not see that any opportunity will bring her happiness she realizes that it does not matter what she does. She continually repeats the phrase "what does it matter?" and this frustrates Mr. Gradgrind.
In the end, Louisa is still emotionless and she replies: "I am satisfied to accept his proposal." Mr. Gradgrind is very pleased and he kisses his daughter on the forehead. When Mrs. Gradgrind hears the news she is happy but then she works herself into a fit and soon passes out. Sissy Jupe is present and she is, perhaps, the only one who is able to sense the difference in Louisa. Louisa keeps herself at a distance and is "impassive, proud and cold." Sissy feels a mixture of wonder, pity and sorrow for Louisa.
Mr. Gradgrind is hiring the stranger, Mr. James Harthouse, as an instructor in his school. He will be one of many who are trained in logic and statistics and eager to help relieve children of their imaginations. James Harthouse is the younger brother of a member of Parliament and as he has become an adult, he has failed to find a vocation or even a steady hobby to fill his hours. After trying several other things, Harthouse decided that he might as well give statistics a try and so he had himself coached and instructed in various philosophies.
Meanwhile, Tom Gradgrind has become quite wayward despite the rigors of his education and he is incredibly hypocritical and disrespectful. He makes no effort to hide his disdain for Mr. Bounderby even as he fascinated by Mr. Harthouse's flashy clothes and he befriends him for this largely superficial reason. Tom very quickly becomes a pawn of Mr. Harthouse. After a little alcohol and some tobacco, Tom is loose-lipped and uninhibited in his criticism of Mr. Bounderby. At one point, Tom goes as far as to say that he is the only person that Louisa cares about and that it is only for his well-being that she agreed to marry Mr. Bounderby. Without realizing it, Tom is laying the seeds for a potential affair between Harthouse and his sister. As Harthouse becomes more enrapt with Louisa, Tom offers more and more secrets until he finally falls into a stupor.
Stephen Blackpool is in the company of Mr. Bounderby, Louisa, Mr. Harthouse and Tom. Mr. Bounderby intends to make an example of Stephen and present him to Mr. Harthouse as a sort of specimen of the lower classes. Bounderby does not appreciate Stephen's criticism and on a whim he decides to repay Stephen's loyalty by accusing him of being disloyal. He goes as far as to say that Stephen has betrayed both his employer and his fellow employees and he caps his argument off by firing Stephen "for a novelty."
Mrs. Sparsit watches from her post at the bank and then when the timing is right she hastily makes her way to the country-house and sure enough she finds Louisa and James sitting in a garden together. He confesses his love but Louisa remains resistant. He implores her to at least commit to seeing him but she refuses. He suggests a change of venue and the entire time, Mrs. Sparsit, hidden behind the shrubs, gloats to herself that the two young people have no idea that they are being watched.
Harthouse leaves and Louisa soon follows. Mrs. Sparsit assumes that Louisa has eloped and that they have a planned meeting-place and so she trails Louisa as best as she can. It is raining and Mrs. Sparsit is already dirty and muddy from hiding and crawling through the bush. Sparsit follows Louisa to the train station and thinks that Louisa has hired a coachman to get her to Coketown faster but after a few moments Sparsit sees that she is incorrect. Louisa has boarded some train. "I have lost her" is Mrs. Sparsit's exclamation of defeat and frustration.
Mrs. Sparsit is still stirring up trouble. All of her running back and forth in the nighttime rain has caused her to get a violent cold but this does not stop her from completing her mission. She went as far as London to find Mr. Bounderby and confront him with the news of Louisa's conversation in the garden, and her flight from the country housepresumably, to continue her romantic affair. After giving the news, Mrs. Sparsit collapses in an incredibly theatrical display. Bounderby brings her back to Coketown and he carries her along with him to Stone Lodge, where he intends to confront Mr. Gradgrind (unaware that Louisa is also at Stone Lodge).
Mrs. Sparsit's story is presented and Mr. Gradgrind confesses that he is already aware of these details and that Louisa has preserved her honor by returning to her father's house when she did not know how to defend herself from temptation on her own. Mrs. Sparsit is now considered in the worst light for she has cast aspersions and criticized Louisa without due cause. She can do little more than utter an apology and begin crying profusely as she is sent back to town.
Louisa and her father are both convinced that Tom is involved in a bank theft and Louisa correctly suspects that after she left Stephen's room, Tom made some sort of false offer to Stephen, in her name, encouraging him to loiter outside of the bank. Mr. Gradgrind agrees that Tom has probably done this, knowing that Stephen planned to leave town and would be the most logical suspect.
In this moment of despair, again it is Sissy who has orchestrated a plan for deliverance and rescue. She could easily see that Tom was guilty and she sent him to Mr. Sleary and her old friends who were only a few towns away. Tom said that he had very little money and did not know who could hide him and this was the most reasonable solution as Sissy had read of the circus in the paper just the day before. It is also favorable that the town is only a few hours from the port of Liverpool and Mr. Gradgrind hopes that he might be able to get his son passage on a ship that will send him far away from shame and punishment.