The defeated Cato and Scipio fall back on the African city of Utica after the Battle of Thapsus where they decide to end it all. Caesar, after two years of fighting in Greece and Egypt, returns to Rome and receives a hero's welcome.
Meanwhile, Servilia's cold rage against the Julii clan makes Brutus's submission to Caesar even more painful. Octavian returns home from military school and Caesar, impressed with his nephew's incisive political acumen, appoints him a pontiff despite his youth.

The price of Caesar's mercy: Cicero nominates Caesar to an unprecedented ten-year dictatorship and Brutus speaks in support of the motion. With martial authority and Niobe at his side, Vorenus campaigns for magistrate under Posca's advice, but is shocked to learn from Posca that Caesar has already fixed the election in Vorenus's favor.
Meanwhile, Atia continues her humiliation of Servilia while denying any involvement in her assault.

Rejected by Vorenus and Eirene and racked by guilt for the killing of Eirene's fiancé out of a jealous rage, Pullo has sunk to working as an assassin for the gangster Erastes. When Pullo gets arrested for killing one of Caesar's popular opponents, he condemns himself by refusing to name who hired him, despite Octavian's attempts to defend him.
Meanwhile, Vorenus finds his new official duties as magistrate tedious, especially when he gets caught between Caesar and the demands made by veterans' spokesman Mascias.

Vorenus' defense of Caesar lands him in an unexpected position of power within Rome. Meanwhile, Servilia hurls the final obstacles in her ambitious and complex revenge plan against Caesar and Atia.

Even though his wife and children are avenged by the Erastes killing, Lucius Vorenus keeps mourning for over a month till Pullo gets Marc Antony who scolds him for Caesar's death and the continuing bloody Aventine gang riots that have resulted in the gangs wanting to fill the void left by Erastes sudden demise.
Octavian is loosing patience with Mark Antony for payment of Caesar's inheritance. Meanwhile, Queen Cleopatra of Egypt arrives in Rome to pay her respects to Caesar and she also negotiates with Antony's military protection for her Pharaonic throne.

With the defeat of the Egyptian fleet at Actium, Mark Antony and Cleopatra retreat to their palace and await their fate. Believing that Cleopatra has taken her life, Mark Antony decides follow her into the afterlife. She has other plans however and is quite prepared to negotiate with Octavian if there is any possibility her life and those of her children will be spared. Cleopatra asks Vorenus to take her son Caesarian to safety and Octavian sends Pullo after them. The old friends are soon together again.