Emily meets up with Barnadine, and he starts to take her through the castle. At one point, Barnadine leaves Emily alone in a foreboding room. She peaks behind a curtain, and glimpses a bloody body lying on the ground. Emily faints, and when she wakes up, she is being carried out of the castle by a group of men including Barnadine. However, before they can put her on a horse, they are intercepted by Montoni and some of his men. Annette has alerted them. Emily is taken back safely, but she is traumatized and incoherent.
When she wakes up the next morning, Annette is relieved that Emily seems to be herself again. She explains that she became suspicious of Barnadine, and told Montoni about the meeting. While Emily waits to meet with Montoni, she notices more and more fierce soldiers coming and going from the castle, and boasting about stealing and plundering. Emily doesn't realize that at this time in Italian history, it was common for former soldiers to become outlaws known as condottieri. Meanwhile, Emily has begun to notice strange music that can be heard echoing through the castle at night.
Emily meets with Montoni, and explains that since her aunt is dead, it is no longer appropriate for her to live at the castle. Montoni corrects her and explains that his wife is not dead. Emily is sent to visit her aunt. After she leaves the room, Verezzi and Orsino get into a fight.
Emily goes to the east turret, and is shocked to find her aunt is alive, although very ill. Due to poor conditions, Madame Montoni contracted a fever, and has not received any treatment. The blood outside of her room came from a soldier who had been wounded in a fight on the night she was imprisoned; he later died, and Emily stumbled across his body on the night she was with Barnadine. Emily persuades Montoni to give permission for his wife to be moved to a different room, and he reluctantly agrees. However, Montoni then continues to pressure his wife to sign documents so that her estates pass to him rather than Emily. Madame Montoni refuses, and also privately tells Emily where to find documents related to the estate. Madame Montoni dies a short time later.
Almost immediately after Madame Montoni's burial, Montoni tries to trick Emily into signing papers that would give him control of his late wife's estate. Emily figures out what is going on, and refuses; she also ignores Montoni when he falsely tries to claim that he is already legally entitled to the estate. However, Emily becomes increasingly nervous.
Montoni has been joined by a group of women from Venice who seem to be either prostitutes or at least unchaste women. A man from the party wanders up to her room, and Emily feels that she is going to be unprotected if she stays with Montoni. She considers just signing over the estate if it will secure her safety and freedom. However, the music reminds her of her time in Gascony, and Emily wonders if it possible that Valancourt is actually imprisoned somewhere in the castle. Emily tries to question Annette, but Annette is distracted by explaining that Montoni's soldiers are frightened by a strange figure that has been seen wandering around the castle. It also seems that troops are preparing for battle.
After Emily refuses to sign over the estate again, Carlo tells Emily that she is going to be sent to Tuscany. She is reluctant to leave in case Valancourt is being held prisoner in the castle, but she and Annette are escorted out, accompanied by two rough soldiers named Ugo and Bertrand. Emily tries to find out if they know anything about prisoners, but they don't seem to. However, they know a lot about the incident where Orsino had another nobleman stabbed, and Emily realizes they must have been the ones to carry out the crime. She is terrified to be out in the woods with two murderers, especially at night. However, they make it to their destination without incident. Emily is taken to a cottage in Tuscany owned by two peasants; the wife, Dorina, gets Emily settled for the night.
By taking the risk to work with Barnadine, Emily shows courage and autonomy. With her aunt mysteriously missing, Emily has no recourse other than to try and find her. However, her sensitivity resurfaces when she collapses at the sight of the body. Emily's tendency to faint became one of Radcliffe's tropes that was subsequently mocked and satirized. On one hand, it does make it challenging to assign Emily the conventional role of heroine, because she is so often passive and literally unconscious at moments of key tension.
At the same time, something like finding a bloody body would undoubtedly be traumatic. The incidents surrounding Madame Montoni being taken to the tower, and what Emily sees as she tries to find her, also stand out as events where there are no supernatural elements at play, and Emily is not later revealed to have been deceived. The blood and body are exactly as they appear—someone has actually died a violent death—and while Madame Montoni isn't murdered quite as explicitly as Emily initially fears, her death is undoubtedly linked to the abuse she suffers at the hands of her husband.
When placed in the context of the very real dangers and threats around her, Emily's terror becomes much more sympathetic. Emily was already afraid of the fate that awaited her if she was forced into an undesired marriage, and seeing what her aunt experiences only solidifies that fear: once married, a woman loses control of her fate, body, and even life. The submission is even more striking because Madame Montoni is clearly a willful and intelligent woman, who had plans for herself and wants to maintain control of her assets, and yet she still ends up completely overwhelmed by her husband.
Madame Montoni does resist her husband's attempt to gain control of her property right up to the end of her life, and this stubbornness seems to give Emily some strength to resist Montoni. Before her aunt's death, Emily had encouraged her to give in and pass the property over to Montoni, but after her aunt is gone, Emily becomes more defiant. The defiance is striking given that Emily is now more vulnerable than ever; her life is the only thing that stands between Montoni getting what he wants, and it is clear that he doesn't value human life if it poses an obstacle to him. In a sense, however, Montoni has overplayed his hand: when he wanted to obtain Emily's consent to the marriage to Morano, he tricked her by pretending that she was signing a letter to Monsieur Quesnel. Now, Emily is much more wary and suspicious, and won't sign anything. Signatures imply that one way in which women control their fate is by writing; they may not control their own bodies, but they can control what they document and write down. Given that the novel is authored by a woman, at a time when the idea of being a professional writer was just becoming acceptable, the theme of writing as a form of control and autonomy becomes an interesting aspect of the text.
As her situation becomes more and more dangerous, Emily becomes more and more obsessed with the idea of Valancourt as a savior, and even starts to imagine that he might be present in the castle. This fantasy seems highly implausible, and suggests that to deal with her own lack of agency, Emily takes refuge in a fantasy of rescue. Emily would be better served by trying to look for ways to solve her problems herself, but she also has neither the opportunity nor the skillset to do anything to help herself. Her hopes that Valancourt is somewhere in the castle, trying to contact her, creates an instance of dramatic irony because readers know that Valancourt is busy living an indulgent and dissipated life in Paris. This gap between expectations and reality highlights how Emily's hopes for marriage and relationships are being crushed at Udolpho. Even more damningly, when Emily is taken out of Udolpho and transported to Tuscany, her situation becomes more, rather than less, perilous. She had been feeling oppressed and trapped in the castle, but there is no freedom for her on the outside unless she can escape Montoni's clutches.