The episode begins with Brutus and Cassius on their march through Greece with their army of 100,000 soldiers to challenge Octavian. Cassius is worried about the grain supply for their army, whereas Brutus is cheerful and talking about saving the Republic.
In Cisalpine Gaul Marc Antony, Lepidus and Octavian are devising a plan to surprise Brutus and Cassius. They believe their enemies do not know that they are reunited and hope to overcome Brutus and Cassius with an unexpectedly large army. Octavian comes up with a list of supporters of Brutus in Rome and proposes to send the list to Lucius Vorenus and order him to have them killed. Lepidus objects to the killing of some of the most honorable men in Rome but is turned down by the prospect of the money the killing would bring to them. They resolve to march to Greece and leave Lepidus in Rome.
In Rome, Lucius Vorenus divides up the names from the list among the gangs he controls. He makes them an offer to loot the houses of each victim and take as much as they can carry. Titus Pullo gets the order to kill Cicero, but Vorenus insists on "no looting on this name" to show some respect. He also asks the gang leaders about what to do with the expected wealth, and proposes to distribute fish and bread to the people as a gesture of good will by the collegium. After some debate (and Memmio speaking in favor of the proposal) it is accepted. Meanwhile Vorenus' daughter Vorena is receiving gifts from a stranger whose ulterior motive is to woo her at Memmio's order.
While Titus Pullo prepares for the killing of Cicero, he is teased by Gaia. When asked about it by his wife Eirene, he suddenly proposes to take her and Vorenus and his whole family to the lovely countryside where Cicero is living. Just as the company starts their picnic, Titus and two men are leaving them to get their job done. While playing with his children, Vorenus wishes him good luck.
Cicero receives news of Mark Antony and Octavian being reunited, and immediately begins scribbling a message to Brutus just as Titus Pullo arrives at the front door. He manages to finish the messages just before Pullo finds him. When Pullo enters, both men exchange pleasantries in an extraordinarily respectful manner. Cicero briefly tries to bribe Pullo, but he declines with a smile. Cicero asks for a few minutes to conpose himself and while he is watching an eagle flies overhead. Pullo amicably asks for some of the peaches growing in the atrium of Cicero's estate, then executes him with a gladitorial thrust down through the neck. The messenger Cicero sent is stopped by Vorenus, and almost killed for nearly trampling little Lucius, but then allowed to go on his wayâhe has, however, dropped his vital letter from Cicero, which Vorenus does not see, but the children find it and fold it into a paper crown.
In Rome, Octavian and Posca are debating some additional names to be added to their killing list on the wishes of Mark Antony. When Octavian rejects them, stating he would prefer not to appear as a butcher, Agrippa leaves in disgust. Outside, Agrippa meets Octavia, and after solving some misunderstandings, they kiss for the first time and later have sex in a hired brothel room. The next day, Octavian and Agrippa set off with their troops to Greece to meet Brutus and Cassius.
An assembly of Jews discusses the attempt of Herod to bribe the Romans, depending on which side wins the civil war. Levi, the brother of Timon, strongly objects to such plans. The assembly ends in a turmoil with Levi jubilant at his alleged success and the fact that Timon has finally rejected his Roman ways and resumed his Jewish heritage.
Titus Pullo is ashamed about not participating in Octavian's campaign because he feels himself to still be a soldier. Vorenus tries to console him, envisioning great things that they both could do, but Pullo remains wary. Later on, he discusses the topic with his wife Eirene, but resolves to stay in Rome. Eirene then reveals to Pullo that she is pregnant.
Brutus and Cassius are in their camp near Philippi in Greece, and receive word from the scouts that the combined force of Mark Antony and Octavian is only a day's march away. Moreover, they are outnumbered, with their 14 legions to Octavian's and Antony's combined 19 legions. Cassius immediately orders to break camp and begin the retreat. Brutus objects and convinces Cassius to accept the battle, there and then, saying "No more running.".
The armies are about to engage, and Mark Antony commences the fighting with the words: "Let's have some fun." In the ensuing bloodbath, Mark Antony and Octavian prevail. A mortally wounded Cassius is brought to Brutus whose remaining forces begin to disintegrate. After Cassius dies, Brutus tells one of his soldiers to "give his mother his best" and to say "something suitable." He then kisses his father's ring, looks to the gods, and resolves to commit suicide. He then strips off his armor, and walks alone towards the advancing forces of Mark Antony, wounding a single soldier before being felled. He dies in a fashion deliberately reminiscent of Caesar's assassination, being stabbed repeatedly by a surrounding mob.
Mark Antony and Octavian ride over the battlefield and indulge in their victory. They hope to recover the bodies of Brutus and Cassius, but only the latter is foundâthe former has had his ring looted by a local beggar as the two ride by unawares.