Madeline's wedding day arrives and her father is having second thoughts. Ralph Nickleby pushes him to keep his obligations. She is a dutiful daughter and will obey her father, but fate intervenes. Smike is deathly ill and needs to be removed from London, perhaps to the countryside where he could benefit from fresh air and warmth. The doctor warns them however that Smike may never return. Mrs. Nickleby shocks her son by suggesting the Frank Cheeryble has fallen in love with Kate. Madeline may be an heiress but Noggs will have to move quickly if Ralph and Queers are to be prevented from stealing it from her. Ralph Nickleby also has to deal with Brooker, who has shocking news for him. He meets a much deserved end while Nicholas, Kate and their friends enjoy bright futures.