As the nomadic Brutus and Cassius struggle to raise foreign money for an army, Mark Antony sets his sights on Gaul. Cicero delivers an in-absentia message to the Senate, and then throws his support to Octavian, the new Caesar. Meanwhile, Vorenus is in a battle of his own, having provoked an all-out gang war in the Aventine Collegium. At Atia's villa, Octavia passes the hours getting intoxicated by hemp with a nouveau riche tradesman's daughter, while Duro (Rafi Gavron), a duplicitous youth, looks for the chance to set Servilia's deadly plan in motion.
Pullo and Vorenus
Vorenus is holding court in the Aventine when Memmio and Cotta come to visit him to gain his consent to punish Quintus, another captain. Memmio and Cotta are not satisfied with Vorenus' decision that Quintus is not to be touched. Vorenus and Pullo argue briefly after the other captains have left. A short time later, Quintus is brought gelded and bleeding into the Collegium. Cotta has disobeyed Vorenus' order that he not be touched. Vorenus orders Pullo to find Cotta and "disrespect him the way he has disrespected me", but Pullo refuses. Vorenus sends Mascius instead.
Pullo, fearful that the reprimand will start a gang war, begs Vorenus to reconsider and let him broker a peace; however, Vorenus is unreasonable and becomes enraged, telling Pullo if he is not with him, he is against him. The two argue, and Vorenus learns that Pullo knew of Niobe's affair and did not tell him. He tells Pullo to get out. Pullo gives Vorenus time to cool down, and then comes to ask forgiveness. Vorenus initially forgives him, but the argument begins again and escalates into a physical fight. Pullo and Eirene leave the Aventine.
Three months later, Eirene and Pullo return to the Aventine. Pullo feels that the gods have told him to seek out Vorenus and make his peace with him. However, what they find is a war zone. The Aventine has, as Pullo feared, deteriorated into an all out gang war. Pullo asks for Vorenus, and Mascius tells him he's gone north with Antony, at Antony's personal request. As Pullo converses with Eirene over his confusion as to what purpose the gods could have insisting he return to Rome to seek Vorenus, a scruffy woman approaches them asking directions. Suddenly she recognizes Pullo and embraces him shrieking. "Don't you know me?" she asks - "It's me - Lyde!" Pullo is shocked and overjoyed. She tells him then that Vorenus' children are alive.
Antony, Atia and Octavia
Octavia is entertaining a friend, and the two are smoking hemp, when Atia comes upon them, annoyed. She tells Octavia to smoke outside and then inquires as to her friend. The girl has just been accompanying her merchant father on business to Macedonia and glad to be back in Rome. Atia inquires about Macedonia, as Antony plans to take them there once his consulship is over. Atia, in her usual fashion, insults the girl and leaves.
Later she is eating when Antony comes in late and joins her. She complains to Antony about Macedonia, sharing what she's learned. She insists they stay in Rome, or Antony will lose all power and leverage against his enemies. He says he does not want leverage over his enemies. He simply wants to live in peace.
He visits Cicero and tells him that he should make a motion in the Roman Senate to give Antony Gaul instead of Macedonia. Cicero balks at this, though visibly fearful, and asks Antony to threaten him directly, rather than simply implying. Antony does so, by inferring that Cicero will share the fate of Crassus in having molten gold poured down his throat, and then leaves, confident in his intimidation of Cicero.
At Atia's house, a visitor arrives with a message from Octavian. As the servants go to fetch Atia, the man is captivated by a vision of Octavia, playing a lyre. Unaware of his presence, Octavia plays until she makes a mistake, then curses and sets the lyre aside. Startled to discover him, the man introduces himself as Octavian's friend, Agrippa. The two are clearly attracted to each other, and Octavia asks after her brother. She has had no word from him, though she has "written a hundred letters begging him to stop this, but he will not listen to me". Agrippa disagrees with her, telling her that he believes she is actually the only person Octavian would listen to. Atia arrives and is cold to the visitor, demanding to know what he is doing in Rome, and telling him she has nothing to say to her son. When the man leaves, to Octavia's horror, Atia sends her servant woman to tell Antony of Agrippa's presence in Rome. Octavia begs her not to, fearing what Antony will do, but Atia does not care.
When Antony once again arrives late, Atia asks if he received her message. Antony is dismissive. He knows the man is in Rome, and that he has come to gain Cicero's support for Octavian. He assures Atia that Cicero will say no, as Antony has "his boot on Cicero's neck", and is happy enough for Octavian to know it. Antony notes Atia's concern, and assures her he will not hurt Octavian. Atia makes him swear it.
Some time later, the senate convenes and Antony notes Cicero's absence. A clerk (Allan Corduner) claims he is ill, but has sent a scroll to be read into the record. Antony encourages the man to read Cicero's words, confident it is his support of Antony's bid for Gaul. Much to Antony's surprise, it is not. Instead, it is a scathing condemnation of Antony's character. As this becomes clear, the fearful man reading stops, and senators begin to leave, but Antony insists he read on. As the insults flow, the entire senate disperses, fearful of Antony's wrath... which though he sits calmly listening, eventually does erupt, and Antony beats the man to death with the scroll. Cicero, meanwhile, is in a carriage somewhere, well on his way out of Rome.
He writes a letter to Octavian informing him of the situation: he has made Antony a hated figure in Rome. The republic would be grateful for the new Caesar's assistance.
Brutus and Servilia
In eastern Asia Minor, Brutus is drinking at a desert camp as Cassius is attempting to persuade the king of Bithynia to give them money for their campaign against Antony. Brutus is conversing with some of the other foreigners, and one man is questioning him about his assassination of Caesar. The man implies that Brutus is a coward, delivering the final deathblow to a badly wounded man. Brutus becomes irate, but Cassius drags him away from the argument, reminding him of their purpose there. A sullen Brutus acquiesces, apologizing.
Later Brutus is riding when he finds himself alone before a river. He dismounts and disrobes, walking naked into the water, and appeals to Janus, the god of new beginnings, to let him start again, and be reborn in this river.
Back in Rome, we learn that the slave boy Duro, who has been working in Atia's house and flirting with the kitchen girl Althea (Rebekah Staton), is actually an assassin for Servilia. He is summoned to Servilia's house by her servant woman, but refuses to speak to her, insisting he will only speak to Servilia herself. Servilia appears, asking why Atia is still alive. Duro explains that she never dines alone, her daughter Octavia is always with her. If she doesn't mind killing them both, he can have the job done tomorrow. Servilia declines his offer, insisting only Atia must die. Since the plot is taking longer than expected, Duro demands more money. Servilia consents, telling her woman to pay him what he asks. As she turns to leave, a bold Duro tells her to wait. Stiff from the audacity of being spoken to so boldly by a servant boy, she turns to him, at which point he demands she kiss him. A tense moment ensues, but Servilia's desire for revenge is stronger than her indignance, and she steps forward and kisses the boy on the lips.
Three months later, Octavia finally leaves the house on an excursion with her Macedonian friend. Duro seizes his chance and poisons the stew on which Atia will be dining alone.