- Emily wakes up all nature-happy. She looks outside her window like she's surveying the kingdom: look at the trees! And the cliffs!
- Then she catches a glimpse of that secret door to her room. Oopsie, someone has definitely locked it in the night. That can only mean that someone's been creeping around only feet from where she's been sleeping.
- Em tries to bring up the creepy door to Montoni, who forbids her to switch rooms. Does he seem like the understanding type?
- When Em retires to her chamber, Annette tells her about the arrival of Cavigni and Verezzi, the sketchy friends of Montoni's from back home.
- But Annette's pretty excited that Montoni's brought a hot-looking servant dude, Ludovico. Annette's always looking on the bright side.
- Emily's having a hard time just hanging out in her room, because she doesn't exactly feel safe.
- So she takes a little stroll around the castle and just happens by the mysterious veiled picture… but she can't bring herself to look at it.
- After dinner, Em and her auntie Montoni see a bunch of soldiers marching near Udolpho. Why are they there? And why the heck are they marching in such a desolate place?
- Montoni fills Emily in on the random soldiers: they're Condittieri. Huh? In other words, these guys are mercenaries.
- As if Em hasn't got enough to worry about with the soldiers parading by, she catches a glimpse of Count Morano in the castle halls. That's right, her former fiancé is back for his bride.
- Em is now more worried than ever about the secret door to her room. And it turns out she has reason to be, because…
- Soon after she heads to bed, Morano pops in on her via the secret passage.
- Em's no dummy: even though Montoni won't give her the details, she figures that he probably doesn't want her marrying Morano anymore.
- Besides, Morano's got a crazy plan that involves kidnapping Em and marrying her pronto. Foolproof, right?
- Wrong, because Montoni bursts into the room before Morano can put his plan into action. It's duel time.
- Montoni gets a pretty bad wound to his arm, but he beats Morano anyway. He's no Inigo Montoya, but he'll do.
- Morano gets chased out of Udolpho, but not before declaring his undying love for Em. He's nothing if not persistent.
- Meanwhile, Montoni's not too happy. He thinks Em actually set up the whole Count Morano visit (which she most certainly did not, thank you very much).
- When Em finally gets back to her bedroom, she decides to explore the secret passage. Unfortunately, someone's locked it. Plot foiled.
- After an incredibly terrifying evening, Em hits the hay with the loyal Annette by her side.