A slow movement in E major and 3/4 time. "Caloroso" means "passionately."

The theme, appearing in the inner voice and beginning with a languid chromatic scale, is a dreamlike melody sung by a baritone. From the character of this theme, its tempo, and the adoption of E major—the most distant key from B-flat major—this movement forms a splendid contrast with the outer movements. From the section marked "Poco più animato," a new melody is introduced and is varied in combination with a part of the opening theme. From the beginning to the end, it is contrapuntally complexly constructed, with various melodies intertwining freely to form a climax.