Directed by John Maybury
Written by Scott Buck
Servilia cradles a mask of Brutus' face. She weeps as she holds it up to her own, prompting Eleni to pry the delicate mask from her hands, and urge her to get some sleep. "No more sleep," Servilia cries, the grief too much to bear.
Jocasta is also beset with tears, as attendants prepare her to be wed - a marriage arranged by Atia. Impatient with her lack of gratitude, Atia informs her daughter's friend that there are not many men willing to marry a penniless orphan. "I'm sure he's a very nice man...I've always imagined I'd wed someone...different," Jocasta whimpers, as she's lead to a makeshift altar outside Atia's villa. There, Posca waits eagerly for his young bride.
As the two exchange vows, Atia suggests to Mark Antony that they could marry next, while they have the augur there. "Oh that wouldn't do," he says quickly. "When we get married, we would have the biggest wedding ever seen. You deserve nothing less."
They're interrupted by the sounds of Servilia's austere voice outside. "Atia of the Julii, I call for justice." Embarassed, Atia excuses herself from the party and heads to her front door, where she peers through a window hatch to see Servilia kneeling in the street - hands stretched out, clothes tattered, and Eleni sprinkling ashes on her head - the embodiment of humiliation and indignation. "Atia of the Julii, I call for justice," she chants over and over. Atia closes the hatch.
Vorenus, with Mascius by his side, negotiates new berths for their grain shipments with Memmio. Vorena the Elder's young suitor, Omnipor, stands nearby, idly twisting a piece of straw and awaiting his next order. As he follows his boss out, he passes Vorena the Elder and drops the straw animal for her on the steps. She waits until no one's looking and picks it up, scurries up to her room and adds it to her collection.
At Caesar's villa, Lepidus informs Octavian and Mark Antony that he's been approached by a number of "eminent friends" in the Senate, concerned that the three of them will extend their regime beyond the five years agreed upon, establishing some form of tyranny. Realizing they cannot all rule at once, Octavian suggests they divide up Rome into thirds. But Lepidus objects; Rome is too complex a machine.
Mark Antony has a new solution - he picks up a sword and slashes a map of the world in half. "You shall take Rome and the West, I'll take Egypt and the eastern provinces," he says to Octavian. Through his poker face, Octavian lays out what Antony is offering him: the rowdy Gauls, Germans, a fractious Senate and the Roman mob, all so Antony can run off with the grain supply and all the revenues. "We'd share the revenue equally of course,"Antony counters. Lepidus inquires about his territory. Mark Antony slices off the bottom of the map and hands him the pieces - Africa.
When Antony returns to Atia's villa, Servilia is still pleading for justice outside her door, as a crowd gathers. Atia is in her bed, pillows covering her ears. She scolds Antony. "It wasn't me who killed her precious son. She should be wailing outside your house!" She won't leave until Atia sees her, Antony says, suggesting she simply face Servilia and let her rant. Atia refuses to give her the pleasure.
Spotting Gaia lounging in the sun, Eirene orders her to bring in wood. "Kiss my arse," Gaia spouts back, provoking a pregnant Eirene to pick up a stick and threaten her. "Go ahead and try," Gaia warns, "I'll shove it down your throat." Eirene opts to sic her husband on the slave girl instead, warning that he'll "beat you in pulp." When Pullo learns of the showdown, he tries to get Mascius or Vorenus to punish the girl's insubordination before realizing he's on his own.
In the tavern storeroom, Gaia tries to seduce her way out of a whipping, calling Eirene a mouse - unfit for a lion like Pullo. Flustered, he stalks her around a table until he catches her - then catches a fist to his nose and knee to his groin. Unaccustomed to being outmaneuvered, he fights back. The two go at it - biting, choking, smashing and gnashing until they are in the throes of rough sex. Gaia laughs at him for succumbing to her wiles, and taunts him when he's finished, prompting him to add one more round to their bout. Afterward, he tells her it was a mistake. "This is never to happen again." "Shame," she says. "You and me go nicely together."
After two days and a long rainy night, Atia can stand it no longer: she confronts Servilia outside her front door. A crowd has gathered to watch the now-wretched looking spectacle of the noblewoman on her knees, her slave beside her, her voice still strong. "...You crazy b**ch," Atia says, with a look of madness all her own. "Gods below!" Servilia announces, gaining strength. "I am Servilia of the most ancient and sacred Junii, of whose bones the seven hills of Rome are built...Curse this woman. Send her bitterness and despair for all of her life...All that I have left I give to you in sacrifice, if you will make it so."
Her mission complete, Servilia picks up a knife and thrusts it into her heart. Atia freezes. Eleni quickly follows suit, stabbing herself in the stomach. Antony tries to usher mother and daughter inside, but they're both paralyzed.
Prince Herod, Tetrarch of Galilee, has arrived in Rome, and the newsreader warns that "all mockery of Jews and their one God shall be kept to an appropriate minimum." The Prince of Judea wastes no time offering a "gift" to Mark Antony - as he understands Roman gentleman do not solicit bribes. "Yes, we are awful hypocrites," Antony allows, before requesting 20,000 pounds of gold to help Herod take the throne of Judea.
Antony adds a caveat: keep your Jews in line. "They will do as I say," Herod assures him, before inquiring about Octavian and Lepidus. "We speak in one voice," Antony insists. "Your gift is for all of us."
After the meeting, Posca inquires about his share, but is rebuffed; "There was no gift," Antony insists, they spoke only of administrative matters, such as taxes on olive groves. "Ever since you were freed from slavery, you have become insufferably greedy," he scolds. Posca heads straight to Maecenas to inform them of the transaction. Protecting his source, Octavian tells Antony he learned from one of Herod's men about the deal - and demands Antony pay up their share. "It's a bribe for political and military favors. The cost of which favors will be borne by the state," Octavian responds.
As Herod passes through the walkways of the basilica, Levi eyes him with malice. "I'm telling you, he's worse than his father," Levi tells Timon. "He'll not stop until he's made our people slaves and idolaters...The bastard should die."
Still furious with Antony, Octavian warns him he won't stand for his self-aggrandizement, which prompts a derisive laugh from Antony, who accuses his rival of declaring Caesar a God so that he'd be known as the son of one. "You have no accomplishment - you seek to borrow the glory of others," Antony goads him. "It's true," Octavian responds, "it was no accomplishment defeating you at Mutina." This is enough to rile him. Octavian calls Antony a "crude, arrogant lech" and turns to leave, but Antony is sure to get in the last word "That's right...And still f**king your mother."
A few blocks away in a basement bedroom, Vorena the Elder lies naked under a sheet, talking dreamily about a farm as Omnipor tries impatiently to coax her into sex. They're interrupted by Memmio, who flies into a rage when he recognizes Vorenus' daughter, chastising her for disrespecting her father. "I don't care. I hate him," she says defiantly. Memmio insists he has to tell Vorenus or risk slaughter, perceived as concealing it from him. Vorena begs him not to,. "You know him. He's an animal. He killed my mother. He'll kill me." Offering to do anything in exchange for his silence, she agrees to spy on her father. Memmio's plan has worked.
With Maecenas negotiating and Atia bearing witness, Octavian and Antony renew their vows of amity and settle on a three way division of spoils. Atia suggests that a marriage between their two houses would settle any doubt about their unity, and Octavian thinks it's not a bad idea. The plebs love a good wedding, Maecenas notes. "I have no objection," Antony finally adds. Atia is asked to leave as they negotiate the details. "It's hardly appropriate for a woman to be present," Octavian tells his mother.
Giddy with excitement, Atia leaves to share the good news with Octavia, who is off in a trysting house with Agrippa again. When the big wedding news reaches Levi, it prompts an idea: with everyone watching the bride and groom during the big public parade, no one will pay any mind to Herod. Timon is concerned about the layers of guards that will surround their target "You're not losing your nerve are you?" Levi goads. "We made an oath on the Torah...We might even make it out alive." No chance of that, Timon is certain. "We'll be hacked to pieces quick as pan."
When Vorenus catches Vorena the Elder in his office, she freezes before finally settling on an explanation - that her sister needs a new dress. Suspecting nothing, he happily hands over some change, and asks her for a kiss.
When the ceremony finally arrives, Mark Antony takes his place at the altar with a frozen Octavia standing by his side. As Atia forces a false smile, she watches as her son joins the hands of her lover and her daughter - an expectant crowd watching on. Later, Atia succumbs to her rage and curses the entire spectacle. "Please try to see beyond your own desires," Octavian tells her. "I couldn't let you marry him...this match is clearly a political statement of unity."
Antony tries to assure Atia he had no choice, that her son would have it no other way. "You love power more than you love me." He tries to convince her he still loves her, and puts a hand to her hip. "First you betray me, and now you propose to betray my daughter."
A band of musicians leads the wedding procession through the city, as crowds gather to cheer and wave palm fronds. Levi and Timon wait under colonnades, pulling knives hidden from their tunics. Levi is crouched with a cruel grimace on his face, determined; Timon looks at the happy faces, then he spots Atia in the crowd. "I can't do it," he announces, grabbing Levi's sleeve. "I'm sorry...No more killing. Herod is just a man. His death is useless...If we kill him, another will take his place." "You made an oath!" Levi yells. "I break it then...I have a wife, I have children..." Levi calls him a coward, and heads toward the crowd, determined to go it alone. Timon tries to stop him and pull the knife, and the two wrestle for it - until Levi is suddenly bleeding from the mouth. "You are not my brother," he gasps before dying.
Octavia lies in bed next to Antony, staring up at the ceiling in misery. "It is our wedding night," he reminds her. "Do as you like," she says, resigned. He asks her to roll over. Outside, Atia stands staring at the spot where Servilia took her life, her final curse returning to haunt her.
Gaia stops by a stall to request two special herbs. The attendant glances at her stomach. "You've caught it early," she says. Gaia nods as she awaits her vials. The woman suggests willow tea to dilute the strong taste, and horsetail in case there's much bleeding. "That's alright, I don't need that."