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Pierre leaves for Petersburg after his separation from Ellen. As he waits at the station for his train to arrive, he meets an elderly man who recognizes him and offers him sympathy. His words of solace soothe Pierre and the young Count Bezukhov unburdens his heart to the stranger. Pierre expresses a desire to renounce his old, sinful life to start afresh. The old man promises to take him into the fold of Free Masonry. Thus, on reaching Petersburg, the stranger takes Pierre to the office of the organization and initiates him into it. Pierre donates a large sum of money to the fold and promises to work selflessly in the future. With this intention, he leaves for his estates spread all around the country. His visit surprises the estate managers but they are afraid that the Count might suspect them of their corrupt practices. Pierre does not notice anything amiss. In his zeal to reform, he gives orders to remove serfdom. He also asks his managers to build schools and hospitals for the benefit of the peasants and their children. The managers are unwilling to undertake such reforms but in order to please the Count pretend to share his views. They do open schools and colleges but fail to give relief to the peasant laborers. Pierre overlooks the lapses made by them and is satisfied with his charitable work. He thus leaves his estates with a lightened heart.
On his way back to Petersburg, he halts at the estate of Prince Andrei. Andrei is happy to receive his friend and shares his ideas with him. Pierre talks about his organization and the reforms he had undertaken in his estates. Andrei is philosophical in his outlook and is bitter about his past experiences. Later, he takes Pierre to meet his father and sister. Princess Marya is busy entertaining god men and listening to their words of wisdom. Andrei and Pierre make fun of the pilgrims but when Marya looks offended, apologize for their mistake. Marya asks Pierre to make Andrei take care of his health. Prince Bolkonsky is also happy to meet Pierre. Pierre thus enjoys his stay with the Bolkonskys and looks cheerful.
Nikolai Rostov returns back to Pavlograd regiment and is happy to be in the company of Denisov. He gets busy with his work as a Returning officer, while Denisov feels frustrated with the limited rations given to them. Thus, one day he diverts a carriage containing food supplies allotted to another regiment to his own and invokes the wrath of his superiors. He is warned and threatened with punishment but Denisov is unrepentant. In the meantime, Denisov participates in an encounter with the enemy and gets wounded. Nikolai goes to meet him in the hospital and persuades him to send a letter of apology to the Tsar. Rostov takes the letter to Bartenstein and passes it on to the emperor. When the emperor expresses his inability to help Denisov, Nikolai feels frustrated. To make matters worse, he observes with horror the friendly scene between Aleksandr and Napoleon. The two emperors had accepted a truce and were honoring the soldiers of each otherís troops. Nikolai is unable to accept this strange friendship between arch-rivals and their bestowing worthless soldiers with honors. The games of politics puzzle him and he gets drunk to overcome his misery.