A famous piece which Rachmaninoff described as 'inspired by the image of Little Red Riding Hood and the Wolf.' After being withdrawn from Études-Tableaux, Op. 33, it was revised and included in this work. The cruel and terrifying mood of the fairy tale is embodied by chromatic ascending passages played in the bass and toccata-like content. Centered around a melody placed on each beat and marked with staccato, a sense of speed is created through leaping progressions, including repeated notes. The structure of the middle section is also ingenious: a structure where the tempo is first slowed down and then gradually increases in urgency is repeated twice. It is also noteworthy that while the outline of the main theme itself is preserved, it is developed through performance techniques different from those in the main section.

Furthermore, it is interesting to note that the melody of the main section bears a resemblance to the theme of the Piano Concerto No. 4 of the final movement, which was being conceived around the same time.