Antony's nature reasserts itself, and challenges his alliance with Octavian. Timon and Levi set themselves against Herod's plans. Servilia's public displays of grief leave Atia unsettled. Gaia uses Pullo's punishment as a weapon against him. His daughter's sudden interest in business matters arouses Vorenus' suspicions. Posca gets married.

Following his naval defeat at Actium, Marc Antony returns to Egypt, where he and Cleopatra settle into a world of debauchery. Octavian tries to use Pullo as leverage to Vorenus to gain acess to the palace, but Vorenus stays loyal to Antony. Finally, it is Cleopatra who dupes Antony, saving her own life by sacrificing her honor. Ceasar Augustus triumphs in Rome.