- The town clock strikes seven.
- Off in the library catacombs, Charles Halloway is absorbed in his research.
- Charles has spent the day in preparation and anticipation for this night. Spread out on his table are books and documents from the archives on carnivals, circuses, shadow shows, and all other types of traveling performances. He has his documents arranged like "a great literary clock on the table, like someone learning to tell a new time" (37.13).
- He wonders for a moment why he believes the boys so readily. The only rationale he can come up with is from Shakespeare: "By the pricking of my thumbs,/ Something wicked this way comes."
- He waits for the boys.