Atia - Atia narrowly escapes certain death when one of her slaves sneaks a taste of the stew before bringing it to her Domina. As the slave girl sings a lovely little tune, she begins to weaken, blood dripping from her mouth. When she collapses, it becomes obvious she was poisoned. Castor, Atia's eunuch, sees Duro fleeing, and goes after him.
Atia makes sure that she finds out who intended to murder her, having Timon inflict all kinds of cruel and merciless torture upon poor Duro. And even after she claims that she will spare his life if he spills the beans, and he tells her it was Servilia, she still orders the boy dead. This horrifies Octavia and her friend Jocasta. But it's nothing compared to the brutality that she has inflicted upon Servilia, and she enjoys every minute of it.
Duro - Poor Duro, not as smart as he thinks. Despite trying to bargain for his life, and despite claiming that Servilia loves him like a son, he still meets and untimely end in a sewer in a Roman alleyway.
Timon - Clearly, Levi is beginning to have an effect on Timon. As Timon threatens his brother with a knife, his young son catches the exchange, and something begins to change in him. This does not stop him from doing his henchman duties for Atia, swiftly torturing and killing Duro. But, when she insists that he keep going with the punishing torture of Servilia, he finally has enough, cutting the bloddied and exhausted woman down, telling her to run, and thrusting Atia up against a wall. "I am not an animal!" he shouts at the shocked woman.
Servilia - Just trying to perform a quiet little prayer ritual to Isis, Servilia is rudely interrupted when a black bag is thrown over her head. We next see her in a dungeon-type place, where Atia is promising her a slow and painful death. Ah, but Servilia still has some spunk, assuring Atia that she is not nearly as scared as she, and that she will always be degraded by her actions. What proceeds is a horrifying example of Roman cruelty, Servilia's face soaked in blood, her hand bound by a rope in the ceiling. Servilia never backs down, even spitting in Atia's face when she stands in front of her. At this point, when Atia demands that Timon torture her more, he relents, and cuts her down. Servilia stumbles home, and we next see her sobbing on her bed, obviously traumatized by her ordeal. But, we know she'll be back, don't we?
Pullo - Pullo goes on the hunt for Vorenus, trying to gather him up so that they can go rescue his children. He runs right into Octavian, more grown up, who has just won an important battle against Mark Antony. Pullo talks to Octavian, who gives him directions and a scroll with his seal that will help him get the kids back. When he finally finds Vorenus, battle-trodden and exhausted, he convinces him to leave his post, and they set off to find the kids.
Vorenus - Vorenus has been fighitng with Mark Antony in the north, and they have just retreated after a bad loss to Octavian. He asks for Mark Antony's permission to leave to search for his children. Antony agrees, but not before giving him a message to deliver to all he sees: that Mark Antony is not out of it yet!
Vorenus and Pullo arrive at a slave camp, where we see slaves being whipped, and plenty of dead slaves as well. Pullo finds the head of the camp, where he presents Octavian's seal, which does little to convince him. Pullo uses his powers of persuasion to get the guy to take them into the living qaurters of the camp. Soon, Vorenus finds his youngest daughter, as well as the boy. Looking terrified, the boy stands there silent, and Vorenus grabs him and gives his a big bear hug. Pullo then demands that the boss find the oldest girl. Vorenus finds her, being prostituted, and in a rage, slits the boss' throat. They leave with the children, free from slavery at last, but obviously changed forever by teh ordeal.
Agrippa - After Octavian's victory over Mark Antony, he sends Agrippa back to Rome with some messages. First, he is to visit Octavia, which makes him giddy with glee. He very suddenly professes his love for her, to which she rebuffs him. He promises her friendship, and then walks away, tail firmly planted between his legs. He then pays a visit to Cicero. When Agrippa informs him that Octavian is bringing his army to Rome, he goes from pleased about the vistory to alarmed at the idea that there might be yet another tyrant in the making at hand.
Octavian - Proud after his victory over Mark Antony, Octavain is then informed that he should address his troops. His troops, who are not all Roman, and expect to be paid, are promised by Octavian that they will get a lot of money when they reach Rome.
Cassius and Brutus - Cassius is helping Brutus put on his armor. They learn that will get more troops, and almost match Antony's legion.