When they walk from the studio into the house, they see Dorian Gray at the piano. He tells Basil that he's tired of sitting for his portrait. Then he sees Lord Henry and is embarrassed. Basil tries to get Lord Henry to leave, but Dorian asks him to stay and talk to him while he sits for the portrait. He adds that Basil never talks or listens as he paints. Lord Henry agrees to stay.
They discuss Dorian's work in philanthropy. Lord Henry thinks he's too charming to do that kind of thing. Dorian wonders if Lord Henry will be a bad influence on him as Basil thinks he will be. Lord Henry thinks all influence is corrupting since the person influenced no longer thinks with her or his own thoughts. He thinks the "aim of life is self development." He doesn't like philanthropy because it makes people neglect themselves. They clothe poor people and let their own souls starve. Only fear governs society, according to Lord Henry. Terror of God is the secret of religion and terror of society is the basis of morals. If people would live their lives fully, giving form to every feeling and expression to every thought, the world would be enlivened by a fresh impulse of joy. He urges Dorian not to run from his youthful fears.
Dorian becomes upset and asks him to stop talking so he can deal with all that he has said. He stands still for ten minutes. He realizes he is being influenced strongly. He suddenly understands things he has always wondered about. Lord Henry watches him fascinated. He remembers when he was sixteen he read a book and was immensely influenced. He wonders if Dorian Gray is being influenced that way by his random words. Hallward paints furiously. Dorian asks for a break. Basil apologizes for making him stand so long. He is excited about the portrait he's painting, and praises Dorian for standing so perfectly still as to let him get at the effect he had wanted. He says he hasn't heard the conversation, but he hopes Dorian won't listen to anything Lord Henry tells him.
Lord Henry and Dorian go out into the garden while Basil works on the background of the portrait in the studio. Dorian buries his face in a flower. Lord Henry tells him he is doing just as he should since the senses are the only way to cure the soul. They begin to stroll and Dorian Gray clearly looks upset. He's afraid of Lord Henry's influence. Lord Henry urges him to come and sit in the shade to avoid getting a sunburn and ruining his beauty. Dorian wonders why it's important. Lord Henry tells him it matters more than anything else since his youth is his greatest gift and that it will leave him soon. As they sit down, he implores Dorian to enjoy his youth while he can. He shouldn't give his life to the "ignorant, the common, and the vulgar." He thinks the age needs a new Hedonism (pursuit of pleasure as the greatest goal in life). Dorian Gray could be its visible symbol.
Dorian Gray listens intently. Suddenly, Basil comes out to get them. He says he's ready to resume the portrait. Inside, Lord Henry sits down and watches Basil paint. After only a quarter of an hour, Basil says the painting is complete. Lord Henry proclaims it his finest work and offers to buy it. Basil says it's Dorian's painting. When Dorian looks at it, he realizes he is beautiful as Lord Henry has been telling him. He hadn't taken it seriously before. Now he knows what Lord Henry has meant by youth being so short-lived. He realizes the painting will always be beautiful and he will not. He wishes it were reversed. He accuses Basil of liking his art works better than his friends. Basil is shocked at this change in Dorian. He tells him his friendship means more to him than anything. Dorian is so upset that he says he'll kill himself the moment he realizes he's growing old. Basil turns to Lord Henry and says it's his fault. Then he realizes he is arguing with his two best friends and says he'll destroy the painting to stop the argument. Dorian pulls the knife away from him to stop him. He tells Basil he's in love with the portrait and thinks of it as part of himself.
The butler brings tea and the men sit down to drink it. Lord Henry proposes they go to the theater that night. Basil refuses the invitation, but Dorian agrees to go. When they get up to go, Basil asks Lord Henry to remember what he asked him in the studio before they went in to see Dorian. Lord Henry shrugs and says he doesn't even trust himself, so Basil shouldn't try to trust him.
Beauty lives only for a moment. The theme of this chapter is also one of the central themes of the novel. Dorian Gray is introduced as an un-self-conscious beauty. In the course of this chapter, he is made self-aware. He recognizes his beauty when he sees it represented in Basil Hallward's portrait. He is prepared for this recognition by Lord Henry who, in the garden, urges him to spend his youth on youthful pursuits, not on philanthropy, and warns him that his youth is his best gift and that it won't last. All of Basil Hallward's fears of Lord Henry corrupting Dorian Gray seem to have been borne out.