Cleopatra arrives in Rome to pay her homage to Caesar, and to seek legitimization for Caesarion. Egypt's queen causes further complications between Anthony and Atia, who still struggles with Servilia. Timon's brother arrives from Jerusalem. The death of Erastes throws the underworld, and Rome's river commerce into chaos, and Pullo and Vorenus step into the gap. Octavian and Anthony begin a long and bitter rivalry with a dispute over Caesar's will and sharing of power.

Brutus and Cassius struggle to raise foreign armies to oppose the Cesarean party. Mark Antony's plans to change his post-consul proconsular governorship from Macedonia to Gaul are derailed when Cicero delivers an in-absentia message to the Senate, and throws his support behind Octavian. Vorenus struggles to contain an all-out gang war in the Aventine Collegium, of his own making,that he blames on Pullo. In the house of the Julii, Octavia passes the hours in a drug induced daze, while a duplicitous youth named Duro, planted amongst the Julii by Servilia, looks for the chance to set a deadly plan in motion.

Pullo races to find Vorenus with news of his family's fate. Servilia's plans to eliminate a rival exact a high price from her. Cicero is astonished when Octavian sends word that his victorious legions are coming home to Rome. In Rome, Timon finally grows weary of Atia's bidding.