Paolo helps Lucrezia and Giulia escape Giovanni's estate, but the women wind up as captives of the advancing French army. At the Vatican, Pope Alexander worries whether his few remaining troops will be able to stop the invaders' march on Rome. After charming the French king, Lucrezia is able to intercede and talk Juan, leader of the overmatched papal army, into retreating. Later, Della Rovere enjoins King Charles to continue his trek to Rome and the unprotected pope.