This chapter highlights a rarely discussed but serious threat to academic freedom: the internal autocratization of self-governing academic institutions. It applies democratic theory to analyze universities as democratic systems and to understand their vulnerabilities to authoritarian threats originating from within. It examines how the institutional and organizational structures of universities can undermine democracy and freedom, leading to chilling effects and eventual autocratization. The chapter first explains why autonomy requires democratic self-governance and what democracy means within academic institutions, drawing on academic management and democratic theory. It then explores the origins and functioning of the chilling effect, treating it as both a cause and consequence of autocratization. Finally, the chapter proposes steps to prevent autocratization, using an institutional approach that views universities as democratic systems.