Act II begins at the estate’s wharf, where Scudder takes a photograph of Dora while Paul and George look on. Pete enters and says that the sheriff is taking possession of the house. Dora tells Zoe that she must persuade George to propose to her because she is an heiress and her fortune “could release this estate from debt” (40). Zoe talks to George, but he professes his love for her instead, and asks her to be his wife: “Under the shelter of your love I could watch the storms of fortune pass unheeded by” (42). Zoe realizes that she is in love with him too, but they cannot marry, as she is an Octoroon, and, under 19th century laws, their marriage was legally prohibited. George still loves Zoe, telling her: “[T]his knowledge brings no revolt to my heart, and I can overcome the obstacle” (43). Zoe replies that she can’t and says she believes Mrs. Peyton would not approve.

They exit and M’Closky appears from behind a rock, where he has been listening to their conversation. He still vows that he will “have [Zoe] if it costs [him] [his] life” (44).