The French army is hurt, moving out of Borodino, it advances towards Mosco. Kutuzov, realizing that the French momentum cannot be stopped, gives up Moscow without a fight or sacrificing lives to defend it. This move is very unpopular and meets with general disapproval of the populace. The “haves” evacuate Moscow.

The French troops are marching intoRussia and the two Russian leaders, Prince Bagration and the German Barclay de Tolly, represent two conflicting and opposing forces within the Russian army. Prince Bagration has the advantage since the Russians don’t like the Germans too much.

Andrei is on his way to visit the Rostovs, on the way he sees an old, weathered oak and identifies with it, continuing on he sees a young girl which is full of life and spontaneous. The Count invites Andrei to spend the night, which he readily accepts. From his window, Andrei can hear the girl he saw earlier, Natasha, who is enamored by the moonlit night. Andrei feels his world weariness going away, being replaced by hope. On his way back, Andrei sees that same old oak tree sprouting new leaves.