Dobbin leaves; Becky tells Amelia about George's infidelity.
Rawdon leaves Becky after she refuses to bail him out of jail.
Sir William proposes to Becky, who is secretly married to his son; Amelia's father loses all of his money.
Becky takes a job with Sir Pitt Crawley; Amelia is attracted to selfish George Osborne.
Becky Sharp (Natasha Little) continues to scheme, as her friend Amelia (Frances Grey) struggles in genteel poverty.
Orphan Becky Sharp (Natasha Little), who is penniless, resourceful and ambitious, tries to raise her social standing by marrying one of Britain's upper crust.