It is the time of the country fair, at Winesburg. The day is filled with noise and excitement and people, and the night is still and warm.
George is looking at the store lights and waiting for Helen White. George has fast grown into manhood. After his mother's death a sense of maturity has filled him and to his mind it makes him a half-tragic figure.
George has seen Helen grow from girlhood into womanhood, as he grew into manhood himself. He now remembers how he had boasted to Helen White earlier about the things he would do when he grew up, and he feels embarrassed of his words.
While at the fair, Helen is with her instructor. A pedantic man he both repels and attracts her. At the fair, she is glad of his well-dressed company but at home she gets tired of his act of superiority. She wishes to be with George, and at the same time, George too decides to go to her house. They meet and he takes her to the top of the hill overlooking the Fair ground. The night is still and both feel a sense of insignificance in the scheme of existence. They kiss and hold hands but the impulse does not last. Finally as they return home they throw away their cloak of maturity and don their childhood cloak. They play around pushing and laughing and teasing. At the end of the evening, they are both satisfied as if they had got the thing they had needed.