Looking at Sir Michael as he sleeps, Lady Audley wonders how awful it will be for him if Robert makes him believe the story about her. More than this, though, she relishes the way that Sir Michael worships her: no matter what, he will always be bewitched.

Lady Audley is convinced that Robert means to act on his word, and she becomes furious. She tells Phoebe that she is going to the Castle Inn to pay Luke, but Phoebe is bewildered by the Lady’s fervor. Lady Audley waits until the servants have retired to make her way out of the house. She feels as though she is running away and wonders if she should take Robert’s advice to do so, but she quickly regains her defiant stance.

When Lady Audley arrives at the Castle Inn, Luke is annoyed and says that she should have given the money to Phoebe. She, however, has more pressing concerns.

Phoebe had expected Lady Audley to be in a hurry to leave, but she says she feels faint. She then asks what room Robert sleeps in, and Phoebe is struck by the seeming irrelevance of the question. Phoebe replies that it is the room next to hers and Luke’s, and Lady Audley then says that she is going to get some water.