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Babbitt begins voicing his rebellious opinions more openly to the dismay of his friends. Some friends dismiss his change of heart as a phase, but others are seriously worried. He also finds himself spending more time with Tanis and her circle of friends, among whom Babbitt finds himself acting much younger. At first he is worried Myra will find out, but when she is called out of town to care for a sick relative, he begins to take Tanis out in public. Occasionally, his friends notice them. Babbitt is slightly embarrassed, especially when he realizes he is losing his well- earned reputation. On some occasions, he is even ashamed of the way he has started to act. Still, some rebellious streak in him won't let him quit.
Virgil Gunch forms a chapter called the Good Citizens League and invites Babbitt to join. He secretly hopes Babbitt will join and in that way forsake his new bohemian lifestyle. Perversely, Babbitt still refuses. Gunch is offended, and warns Babbitt he will regret his stubborn show of independence. Babbitt is worried that he is making a mistake by going too far.
Just as swiftly as he had climbed the ladder of success, Babbitt descends it. For a time, it seems Babbitt has found his fantasy girl in Tanis. She affirms his rebellion, encourages his separation from the dreary people and events of his old life. But even in the midst of his rebellion, Babbitt has his doubts. He drinks, smokes, and parties too much for his own good. Still, the desire to be different and make changes in his life overwhelms him. He is searching for something to replace the void his life has given him. Again, many of the same things that bothered Paul now seem to plague Babbitt.
Most mornings, Babbitt confronts the fact that he is living a lie even in his rebellion. Guilt makes him avoid the prying eyes of his friends and family members; he knows this life is no more satisfying than the old one he seems to want to forget. When Vergil Gunch offers him the membership to the Good Citizen's League, Babbitt has another chance to give up the pretense. He rejects the offer and turns toward an uncertain world that provides him some escape, however temporary.