- Back to Em at Udolpho, who is still totally hung up on Valancourt.
- At least Em is getting her fill of gossip from Annette. Annette tells her that Montoni may be preparing the castle for battle. All sorts of soldiers are showing up out of the blue.
- Em's in her chamber one night when someone starts violently knocking on the door. Being a smart girl, she doesn't hurry to open it.
- But after thinking she hears footsteps in the secret passage outside the other door, she opens it out of fright. Annette is passed out on the ground.
- Once Annette comes to, she tells Em about seeing a tall figure gliding into a locked room. This is beginning to sound like an episode of Are You Afraid of the Dark?
- The next day, Em gets a little more info about the preparations for battle from Annette. The rumor mill has it that Montoni is either going to take someone's castle or frighten away an enemy, but Annette doesn't know which one is true.
- Meanwhile, Madame Montoni still refuses to sign away her estates to her husband.
- Montoni orders her locked up in the east turret of the castle until she consents. Not cool, guy.
- Madame Montoni instantly falls into convulsions, leaving her in a kind of stupor.
- Being a good niece, Em tries to intervene on behalf of her aunt. But Montoni is one mean, unforgiving guy.
- He says Madame Montoni can have one more night before she gets shut away in the east turret, but no more.
- Madame Montoni fills her niece in on a little secret: if she dies, the estates that Montoni so desperately wants will pass directly to Em.