The episode begins with a bloody fight, as Naevia spars with a man in camp who is soon summoned to see Spartacus himself. Spartacus in the meantime is holding a meeting with his top men and discussing strategies on how they should move forward. Naevia’s sparring partner arrives and gives Spartacus valuable inside information about taking a city he wants to infiltrate. Gannicus adds that he knows a blacksmith in the target city who can be bribed into helping them, infiltrate into the city. Later, Spartacus, Gannicus and Crixus, dressed as traders, enter the city, which requires visitors to check their weapons at the gate.
Laeta, the wife of a Roman dignitary in the city is shown. It’s demonstrated that she has a kinder heart than some other Romans. Basically, she’s trying to help a baker and his pregnant wife and she also walks away from a public stoning of rebel sympathizer in disgust. As the man marked for stoning stands in chains before the mob, Spartacus passes by. He can’t save the man without blowing his cover, so he takes the man’s life with a well-placed throw to end his suffering. Back in Rome, Marcus Crassus is planning his pursuit of Spartacus. His son, Tiberius, is eagerly waiting to take his place at his father’s side. Just then, Caesar arrives. “Am I to be kept waiting entire fucking day?” are Caesar’s first words. When two of Crassus’s men try to mess with him, he makes short work of beating them both up until Crassus himself comes to receive him. “Your men forget themselves” Caesar says, in visible rage.
But the men won’t soon forget Caesar, from the look of things. Crassus has heard of Caesar’s victories abroad and of his insolence and impatience as well. Caesar has a famous family name, and Crassus has the money. Caesar is also in debt and has many enemies, as it turns out. Crassus offers Caesar a partnership, so they can effectively take care of Spartacus and his men. “Bring end to slave rebellion” Crassus says revealing his reason for proposing the alliance. “And death of Spartacus” Crassus says more specifically. Gannicus and Spartacus on the other hand go to see their inside man, the blacksmith. They pay him and ask him to make them two swords. He agrees, given how much they’re paying him. But, for the time being they do not reveal their true intentions to him. In disguise, Spartacus goes to see Laeta to talk about purchasing grain for his slaves.
He also meets her husband. Neither are any the wiser about Spartacus’s true identity. Caesar in the meantime is shown taking a bath surrounded by naked servants. One of the servants has a knife for a strange, unnamed purpose. He rises glistening from the bath to seduce Kore, one of Crassus’s servant women, who is not necessarily into it. They are interrupted by Crassus, just at that very moment. Crassus and Caesar talk strategy and agree to work together, in order to defeat Spartacus. Crassus says to beat Spartacus he needs “a wolf” by his side, hinting at Caesar. Tiberius in the meantime is secretly listening to all of this and apparently doesn’t seem too happy with the fact that, Crassus is giving Caesar so much importance.
The blacksmith on the other hand has finished his swords; Spartacus and Crixus confirm that they plan to take the city and ask him to help them in their mission. The blacksmith is shocked to hear of their intentions. Also he is initially worried for his life, but eventually after having a chat with the two he decides to join them, as he sees their true purpose behind waging a war against Rome. Crassus’s wife wants to travel with him to the front lines, but he tells her she needs to stay behind and keep safe. He then goes to make love to Kore. “I would find no comfort in her presence as I would in yours” Crassus tells Kore about his wife. The plot to take the city is launched in the meantime. The plan is completely hinged on raising the city’s main gate; when it goes up, Spartacus’s army is ready to enter and unleash the carnage.
The blacksmith lures the guards at the gate into an armory, in order to allow Spartacus and his men to slip in without much resistance. Gannicus and Spartacus on the other hand cut down the remaining sentries and begin to raise the gate even as the imprisoned soldiers hack their way out of confinement. Crixus slips through the gate first, and then others follow suit. Blood spatters the city’s walls as a brutal battle ensues between the soldiers and the slaves. In one particularly brutal killing, Gannicus cuts a man’s head in half. Laeta is on the run and runs right into Spartacus, whom she still thinks is a trader. She’s shocked that he’s aiding Spartacus although he is a trader. “I stand the man himself” he says revealing his true identity to her, shocking her to no end.
Back in Rome, Caesar is once again getting serviced by a servant girl and it apparently involves a knife and dripping blood, but nothing more is revealed for the moment. Tiberius comes in on them, and Caesar sends the girl away. The city in the meantime is a mess. Women and children lie in pools of blood and it’s apparently an absolute carnage that has been unleashed by Spartacus and his men. “The city is taken” Spartacus announces to his men, after the battle for the city has completely ceased. He tells his people to let the remaining Romans live, though they should be shackled are his instructions. Laeta’s husband in the meantime has barred himself behind a gate and is threatening to put the city to the torch. Spartacus tells Laeta to talk her husband down if she wants to spare the lives of her friend and neighbors, like the baker and his pregnant wife.
As she negotiates, Crixus and Gannicus slip in behind him, and the Roman dignitary ends up with a spear through his head. Laeta was apparently used only to distract him, while they got rid of him. “Know that I carry the full weight of your loss” Spartacus tells her realizing her grief. He reasons with her that he’s also lost family members in the past. Laeta apparently isn’t appeased by Spartacus’s argument or his sympathy. Spartacus orders Laeta placed in chains, just like the other survivors. Crassus in the meantime gives Tiberius a command in his army, and places Caesar beneath him. Tiberius is overjoyed at being entrusted the command, but Caesar is apparently not at all happy being relegated to second in command. “Stay upon path I have set and see greater glories bestowed at journey’s end” Crassus tells Caesar on seeing his apparent displeasure.
In other words, he wants Caesar to prove himself to him, before he can entrust him with bigger responsibilities. Crassus then basically announces to his army that they need to charge ahead and annihilate Spartacus and his men. Crassus’s men look a good deal more organized than Spartacus’s rebel forces and seem like they mean business. The episode ends at this point.