The work involves many stories told through the character Portia to an audience consisting of Una, an allegorical figure representing truth, and "the Cry," a chorus that responds in turn.
After Collier died in 1755, Richardson encouraged Fielding to revise the work and print a second edition.
This leads to Portia telling a story of her courtship with Ferdinand, but the Cry accuse her of being too fond of him.
This leads to a story being told of John and Betty, two characters whose tale the Cry enjoys because it confirms their prejudice against educated women.
Things go smoothly until Portia discusses Love and the Cry attack her for being mad.
Portia condemns Prior Emma and then tells a story about Perdita, which provokes the Cry to claim their admiration for Indian women who kill themselves after their husbands die.
Portia appeals to Una before she continues to tell the story of Ferdinand and about the obedience of wives.
A woman named Cylinda, introduced in Part the Second as Nicanor's lover, describes her education and her love for her cousin Phaon.
Cylinda continues to talk about her education until Portia speaks up about ridicule and Socrates's death.
Portia then proceeds to tell a story about Socrates until Cylinda takes over and describes her refusal to marry.
This leads into Cylinda's account of her time in London and her eventual dissatisfaction with the city.
Eustace gives Cylinda news that her fortune, which was previously thought loss, was recovered.
Jane Spencer described the character Portia as a common image in Fielding's works of an intellectual woman "who suffers from male prejudice against women of learning" and that "she can be seen as a surrogate for her author".