Although Judith appears to be afraid and uncertain in this rendition of Holofernes' beheading, Judith is a strong, independent, and charming woman, as is portrayed in the Book of Judith.  Judith, as a whole, embodies the power of the people in Israel and sneaks her way into the tent of Holofernes, a commanding general. She and her maid dress to catch the eye of all passing men, with the intention of getting caught by the Assyrian Border Patrol. Once captured, she makes up a credible story that she is a direct descendant to God, and slyly promises to lead Holofernes and his army through Jerusalem without fatalities. After waiting three days with the full trust from Assyrian army, Judith makes her way into Holofernes tent. All alone with him, she makes him drunk and steals his sword. With his own sword, Judith beheads Holofernes and takes down the enemy of Israel with her stunningly good looks. 

Caravaggio portrays this beheading in a way like no other artist has ever attempted. The blood-red drapes sprawled in the background, the old maid holding the bag for Holofernes' head, and the blood spouting from Holofernes' neck captures the exact moment in which Judith took down the most crucial general in the Assyrian army. Judith's face as she beheads Holofernes looks almost as if she is saying "that looks like it is going to leave a mark" as she drags Holofernes' sword through his thick neck. The black darkness surrounding all light parts of the painting leaves the viewer curious for what is in the tent. Caravaggio, like most of his paintings, illuminates only the essentials in his masterpieces, and in this painting, the viewers eyes are drawn right to the pain in Holofernes' face and Judith bright white dress.