Catherine, Orlo and Marial continue their coup planning. They try to recruit an unhappy military general, Velementov, for their cause during palace celebrations honoring Peter’s late father, Peter the Great. Peter, noting Catherine’s unhappiness at court, gifts Catherine a sterile lover, Leo. She’s hesitant at first, but Leo manages to charm her.

Catherine’s political abilities are tested when she’s given an opportunity to travel abroad with Peter and Velementov to discuss ending the war with Swedish king. Velementov finally sees the potential of her leadership and decides to support the coup. Back at the palace, Leo wants to leave court. Marial tries to keep him there by telling him about the coup.