Mr. Bounderby
- Mr. Bounderby, red and inflated like a balloon, chats with Mrs. Gradgrind in Stone Lodge. Mostly, he drones on and on about how he grew up in the school of hard knocks. He lived in a ditch, abandoned by his mother, raised by a drunken grandmother, sickly, and dirt poor of course. The grand finale of this speech (one he gives frequently) is how he has been able to raise himself up by his bootstraps: "vagabond, errand-boy, vagabond, labourer, porter, clerk, chief manager, small partner, Josiah Bounderby of Coketown."
- Gradgrind, Tom, and Louisa come home.
- Gradgrind tells Bounderby and Mrs. Gradgrind that he found the children peeping at the circus – which is about as bad as if they'd been "reading poetry."
- Mrs. Gradgrind is sort of very weakly incensed and mostly complains about a headache. Bounderby and Gradgrind, meanwhile, play detective. They figure out that because Sissy Jupe talked about the circus at school, she has clearly been a bad influence on Louisa and Tom. They decide she must be expelled and go at once to tell her father.
- Before they leave, Bounderby goes up to the children's room and asks Louisa to let him give her a kiss (all together now – EWWWWW!). He kisses her on the cheek and leaves. She, meanwhile, rubs "the cheek he had kissed, with her handkerchief, until it was burning red" and then tells her brother "You may cut the piece out with your penknife if you like, Tom. I wouldn't cry!"