- Mrs. Beale takes Maisie to the fair, called the "Exhibition," but they have no fun there since all of the attractions cost money.
- At the fair, Mrs. Beale is shocked when she and Maisie run into Beale Farange, Maisie's father.
- He is supposed to be abroad but turns out to be in town—in fact, never to have left.
- Just as Maisie and Sir Claude had unexpectedly encountered Ida and another man in the park, here Maisie and her stepmother see that Beale is with another woman. (Maisie herself makes this comparison.)
- Mrs. Beale mistakes the woman for Mrs. Cuddon. Only later will it become clear that she is someone else, a new mistress of Beale's.
- All of a sudden, Maisie is in the hands of her father, who takes her away from Mrs. Beale and to his mistress's house.
- Here, Maisie and her father wait for the lady to return.
- The house is prettier and fancier than any Maisie has ever been in, and Maisie realizes that this means the lady is very rich.
- Mr. Farange explains that the lady, whom he calls the "Countess," is a wealthy American.
- He is unexpectedly affectionate with Maisie, to her surprise.