Original subtitles

And so it fell out that at Pharsalia...

the great might and manhood of Rome met in bloody civil war...

and Caesar's legions destroyed those of the great Pompey,

so that now only Caesar stood at the head of Rome.

But there was no joy for Caesar as in his other triumphs,

for the dead which his legions counted and buried and burned...

were their own country men.

The smoke of burning Roman dead is just as black,

and the stink no less.

It was Pompey, not I, who wanted it so.

Let what I have said be set down.

You may stand.

Do not try and impress me, please, by looking either too penitent or too proud.

As field officers, you fought miserably for Pompey.

Men under your command will be permitted to enlist in my legion...

and return to Rome as Romans.

You shall have the same privilege.

I'm not being magnanimous. Your names are marked. You'll be watched.

The first sign of treachery or cowardice, you'll be killed.

What is it, Flavius? Antony?

Oh, yes. Canidius. With news of Pompey, I hope.

- Hail Caesar! - Drink that in my name, Canidius.

To all Marc Antony's cavalry, Caesar's left wing and right arm.

What news of Pompey? Or what's left of him.

Pompey's gone, Caesar.

Slipped through our fingers, disguised as a peddler, if you please.

- Leaving most of his merchandise behind. - Gone? Where?

There's a report he has a galley waiting at the coast.

Provision for a long voyage. Egypt, they say.

Egypt. Possibly. They owe him a great deal.

He'll ask for sanctuary. Borrow money, borrow time.

I thought it was over. seems it's not.

Rufio, consult the augurers. I want to know.

In Egypt, will Pompey face me at last?

But surely, Caesar will now return to Rome.

I must go to Egypt in any case.

Young King Ptolemy and his sister seem to be having a civil war of their own,

intent on destroying each other, and in the process,

- a great deal of wheat for Rome. - That cannot be so urgent.

Let the people of Rome welcome great Caesar properly at last,

in this greatest of his triumphs.

Triumph? Over what?

Over whom?

- Canidius. - Caesar?

Leaving me the 10th and 12th, Antony is to take the rest back to Rome.

- When can he start? - Whenever you say.

Then at once.

And in Rome, Marc Antony is to speak for Caesar.

There's to be no question about his authority to act in my name.

His word will be yours.

And as always, Caesar's word will be law.

Of course. And remind him to keep his legions intact.

- They make the law legal. - Caesar.

Andevenas Caesar's galleys sailed the great sea to Egypt,

it was happening that, just as the Romans,

so the Egyptians made war one upon the other,

for young King Ptolemy would no longer share the throne with his sister Cleopatra,

Brutus, you'll turn Casca's head with your flattery.

but drove her from the city of Alexandria...

and sought to destroy her.

We seemed to have arrived on their market day.

One day each week, they are permitted into the royal enclosure.

Market day or not, where's the guard of honor for Caesar?

Some representative, at least, of the royal military.

We shall now have the privilege of watching mighty Caesar...

battle his way through our marketplace.

Marcellus, a dozen front-rank men, swords only.

I want a path cleared on a direct line to the palace steps,

- then as many more you need to keep it open. - Marcellus?

It's precisely what they hope we'd be stupid enough to do: manhandle their people.

No. This is their market day, Rufio. We will go marketing.

- You're not serious. - We will shop our way to the palace steps.

Have you my money? Everything is to be paid for by coin.

Tell the men to put away their swords and carry their moneybags in hand.

Olives. Oil of Olives.

Ah! The wine of Samos!

How much for your wine? Four drachma.

Sixty of your wine for my men.

Pay him.

Pay him.

You said the Romans were going to push the people back and make them angry.

Why aren't they doing what you said they'd do?

Your king has asked you a question, Lord Chamberlain.

The, uh, Romans have degenerated minds, Most High Majesty.

They, uh, do the unexpected.

Particularly one Roman.

Master of the unexpected.

But with so few men.

You all look so impressive.

Any one of you could be king.

His Divine Majesty, my Lord Ptolemy,

lord of the upper regions and of the lower regions,

son of Ra, of Horus and of Thoth, beloved of--

Et cetera, et cetera. You welcome me.

And I, Gaius Julius Caesar, consul of the Roman Senate, Pontifex Maximus.

Et cetera, et cetera. Thank you.

From the Senate and the people of Rome, Hail King Ptolemy.

And, uh, his sister and co-ruler, Queen Cleopatra.

They won't tell you so, but Cleopatra's dead.

She tried to kill me, and then we chased her off into the desert.

- And there, she died. - Whereas it is true that His Majesty's sister...

repeatedly plotted to have him killed,

it is not true that Cleopatra is dead.

Whereas it is true that she, uh, fled from Alexandria.

I seem to be always interrupting you,

but the search for truth can go on and on.

Pothinus, is it not ? Lord Chamberlain...

and chief eunuch to King Ptolemy-- an exalted rank...

obtained not without certain, shall we say, sacrifice.

Theodotus, am I right?

Tutor to His Majesty in history, philosophy and, uh, ambition.

And Achillas. They tell me you're a good soldier.

As one to another then, where is Queen Cleopatra?

- With her army. - And how many of your men between her and Alexandria?

- Enough. - May I speak?

Surely you have come here in peace, mighty Caesar,

nor do we present ourselves to you in anything but warm and respectful welcome.

Actually, our only problem being an intern alone of concern only to us.

Why have you come, Caesar?

As we all know,

when the father of both Ptolemy and Cleopatra died,

he named the two of them to rule jointly over Egypt.

Rome was appointed their guardian and the executor of his will.

I have come in the name of Rome to ask why Queen Cleopatra has been deposed,

to resolve the differences between her and King Ptolemy...

and to see that they peacefully resume their joint ruler ship of Egypt.

That will be difficult.

Cleopatra has forfeited her right.

I shall try to decide justly.

Don't you see that he's going to send for her? He's going to bring Cleopatra back.

The sun which sheds its grace upon the ruler of the two lands burns too brightly perhaps.

If our Lord Ptolemy wishes to retire--

I wish nothing of the kind!

I'm not going to be put out of the way until I've watched you give him that!

A thousand pardons, Divine Majesty, I had almost forgotten.

My Lord Ptolemy wishes to enhance his welcome to Caesar by a gift of some importance.

Most generous.

The ring. Give him Pompey's ring.

And now the token of His Majesty's affection for Rome...

and regard for Caesar.

Pompey the Great.

Dead men, they say, do not bite.

Doe sit please you, Caesar? They said it would please you very much.

The sun does shed its grace too brightly.

It had become too hot here for kings.

My Lord Ptolemy will retire.

For His Majesty, a Roman guard of honor.

It was not by your hand, of course.

If, as you say, you've been told of me, you know better, Caesar.

My men are to be properly housed and properly fed.

- May I speak? - Not until you're spoken to.

For myself, I shall require rooms in the palace.

I shall consider myself honored, personally, to escort you.

Anyone but you.

Find the rest of Pompey.

Tear out a thousand tongues, but find him.

Have him purified, the coin in the mouth and the rest honorably.

Of course.

For the time being, this is what we must hold.

The Moon Gate and three others. Here, here and here.

How are we placed?

The 10th slingers on the Moon Gate. The rest in reserve.

The 12th holding all other positions. Very thin, Caesar.

For the time being, deep enough.

- Have you tested the wells? - The water's brackish, but it's fit to drink.

So far. Keep an eye on them. Watch the corn and wheat.

Why, with our supplies secure, we can hold indefinitely.

For a week, perhaps, but for the time being, time enough.

What do you want?

Is the man to be trusted?

It seems that someone's brought me a gift...

from Queen Cleopatra.

Apparently, a rug peddler.

Flavius doubts it.

He seems to know the palace extremely well.

He suddenly appeared in a corridor through a secret passage,

which none of the men knew about.

I wouldn't put it past Pothinus to send an assassin in Cleopatra's name.

Have the man brought in.

Are you the one who brings a gift from Cleopatra?

Then put it down and go.

It is the command of my queen that I deliver her gift personally to Caesar.

I am Caesar. Lay it here before me.

Forgive me, My Lord Admiral Agrippa, but you're not Caesar.

Nor you, General Rufio. Nor you, Germanicus.

My queen's gift is for the eyes of Caesar... alone.

- That rug seems harmless enough. - No, Caesar!

You can lend me your sword, Rufio.

It may require some cutting.

An odd way to carry a rug.

Wouldn't it be easier to sling it over your shoulder?

It was less comfortable that way.

- For you or the rug? - That sword, Caesar.

The rug is such a delicate weave. If I may untie it for you.

Turn it over first.

- The rug is right-side-up. - I understand, but I want it the wrong side up.

- Or should I flip it over with my sword. - No, no, no, no.

I find one can tell more about the quality of merchandise...

by examining the, uh, back side first.

All hail Cleopatra, kindred of Horus and Ra,

be loved of the moon and sun, daughter to Isis,

and of Upper and Lower Egypt,

- queen.

Thank you.

Here.

Take this to the captain of the night watch.

He'll see that the queen's quarters are made ready and available to her.

Stay where you are.

- Have I dismissed you? - No, Your Majesty.

This is my palace, Caesar.

All of it is, therefore, available to me at my will.

I am not your prisoner. If anything, you are my guest.

Most kind.

And as for having my quarters, as you put it, made ready,

my chief handmaiden has, by now, brought the others out of hiding.

They should almost be finished.

I'm afraid that's impossible. We've had the doors under heavy guard.

There are doors... and doors.

Oh, yes, of course.

You must take me on a tour someday within the walls of your palace.

What are you waiting for?

- Permission to leave. - Granted.

Apollodorus.

Thank you.

Well, I'm pleased that you received my summons after all and were able to--

Summons? I'm pleased to say I received nothing of the kind.

I'm surprised that you thought I would answer one.

Young lady, the voyage in your non-magic carpet...

has apparently not tired you, but I've had an exhausting day.

Caesar, it is essential that we understand each other.

Only through me can you hope to escape...

from the desperate situation in which you find yourself.

I wouldn't bite into that if I were you.

Did you bring it with you?

Have you had it tasted?

If neither, it's probably poisoned.

Well, at least it's another way out of the desperate situation in which I find myself.

You're being tolerant of me, aren't you?

Is it because you're so much older?

Your maps are inferior. Out of date, compared to mine.

They and I have aged together.

The lakes to the west are poorly marked.

Certain important hill positions not even noted.

I must arrange for you to address my map makers and general staff.

We've gotten off to a bad start, haven't we?

I've done nothing but rub you the wrong way.

I'm not sure I want to be rubbed by you at all, young lady.

It is permissible for me to sit, is it not?

Caesar, as quickly as possible,

you must set me alone on the throne of Egypt.

My mission here is to put to an end...

the tire some squabbling between your brother and you.

- You're not a fool. Or are you? - Immodestly, perhaps, no.

You've seen my brother and listened to him?

And that truly evil man to whom he belongs?

Yes.

Shall we agree, you and I, upon what Rome really wants,

has always wanted of Egypt?

Corn, grain, treasure. It's the old story.

Roman greatness built upon Egyptian riches.

You shall have them. You shall have them allan din peace.

But there is only one way. My way. Make me queen.

That sounds very much like an ultimatum.

There is no other way.

From one whose total assets, up to a few moments ago,

was a devoted slave and a rolled-up carpet.

But I have you now, Caesar.

Besides, there are my armies...

and the simple fact that no mortal hand can destroy me.

Ah, yes. I seem to recall some mention of an obsession you have about your divinity.

Isis, is it not?

I shall have to insist that you mind what you say.

I am Isis.

I am worshipped by millions who believe it.

You are not to confuse what I am...

with the so-called divine origin...

that every Roman general seems to acquire together with his shield.

It was Venus you chose to be descended from, wasn't it?

I must now do a little insisting of my own.

First, your journey has tired you after all, and you wish to retire.

I am not your servant, Caesar. Do not dismiss me.

Secondly, you have no armies, young lady.

Such as they were, they are gone because you could not pay them.

The riches of Egypt are not available, even for your own use,

much less to give away.

Perhaps in a day or two, we can speak again.

That may be too late... for both of us.

Your safety will be my responsibility.

And what about your own?

I am prepared, I believe, for the time being.

I hope so.

I hope you are as wise, as brilliant,

the god they say you are.

You Roman generals become divine so quickly.

A few victories, a few massacres.

Only yesterday, Pompey was a god.

- They murdered him, didn't they? - Yes.

Because they thought it would please you.

- It didn't, did it? - No.

Today I found myself remembering how much my daughter loved him.

She died trying to bear him a son.

Gave him this ring.

Sleep well tonight, Caesar.

These next days may be difficult for you.

Good night.

Germanicus, a guard to escort Queen Cleopatra to her apartments.

Guards!

Hup!

The corridors are dark, gentlemen.

- But you mustn't be afraid. I am with you. - Hup!

Don't you think we've covered about everything we can tonight, sir?

Perhaps a fresh start in the morning.

No. There are a few more matters.

One thing, Rufio. Has it occurred to you that our maps of this area...

are not quite what they should be?

Why, no. What makes you think they're not?

I have an instinct about these things.

Actually of Macedonian descent.

No Egyptian blood. Officially admitted, that is.

Reputed to be extremely intelligent and sharp of wit.

Queen Cleopatra is widely read.

Well-verse din the natural sciences and mathematics.

She speaks seven languages proficiently.

Were she not a woman, one would consider her to be an intellectual.

And nothing bores me so much as an intellectual.

Makes a better admiral of you, Agrippa.

Well, here's something perhaps of more interest to the navy.

''In obtaining her objectives, Cleopatra has been known to employ torture, poison,

and even her own sexual talents, which are said to be considerable.

Her lovers, I am told, are listed more easily by number than by name.

It is said that she chooses in the manner of a man...

rather than wait to be chosen after womanly fashion.''

Well, there's more reason than we thought...

for not wanting to leave you alone, with her, eh, sir?

I'm sorry, Rufio. I wasn't listening.

You're not inclined to trust this Cleopatra, are you?

Trust? Not for a minute.

Trust. The word has always made me apprehensive.

Like wine, whenever I've tried it, the after effects have not been good.

So I've given up wine and trusting.

Oh, it's been along and difficult day, gentlemen.

The next few may be even longer and more difficult.

- Good night. - Good night.

Flavius!

Flavius!

It is autumn again, my best-loved Lesbia.

Look. The torrents of Roman leaves are falling, falling.

And lovers revive in kisses the promise of spring,

which will end the winter world with new nightingales calling.

I taste your food, daughter of Isis,

and if there be harm in it, let the harm fall upon me.

But love must bring despair one day...

as beauty, sorrow.

Why do you stop, Phoebus?

In the corridor, there is movement.

That's how the Romans frighten the enemy,

by stamping their elephant feet.

No. This is one man followed by others.

- Caesar, I would say. - Would you?

We must not disappoint the mighty Caesar.

The Romans tell fabulous tales of my bath and handmaidens...

and my morals.

Cleopatra has requested an audience with me.

- That was yesterday, Caesar. - I've been occupied with important matters.

The queen is, at present, occupied with her bath.

Perhaps Caesar could return later or tomorrow.

I'm afraid not. Hold him. No, don't hurt him.

You're a good man, Apollodorus.

I hope you're appreciated.

Wait here for me.

Ah, then let us live and love...

without one thought for the gossip of virgin snow grown old and stale.

Suns go down and may return,

but once putout our own brief light,

we sleep through one eternal night.

An intruder! A man!

Oh, it's you.

You, uh, wanted to see me?

I summoned you yesterday...

to an audience in my throne room.

I was told I was not permitted to go there.

For one thing, it's too close to the quarters...

occupied by your brother, Pothinus, Theodotus and the rest.

I will not be told where I can go and where I cannot go!

Since there's obviously nothing that you want of me--

Except my throne!

At least you've dressed properly for my presence.

Your best armor?

Almost, but I'm afraid it's not being worn in your honor.

I know. This morning, early,

you paid a formal visit to the tomb of Alexander.

You remained alone beside the sarcophagus for some time.

I'd very much like to know how you know.

Just staring down at him.

And then you cried.

Why did you cry, Caesar?

That man recites beautifully. Is he blind?

- Don't you hurt him. - I won't.

Not anyone who speaks Catullus so well.

Catullus doesn't approve of you. Why haven't you had him killed?

Because I approve of him.

'' My desire to please you, Caesar, is very slight.

Nor do I greatly care to know if you are black or white.''

Achillas is moving his entire army to Alexandria.

By tonight, he'll outnumber you 20 to 1, 30 to 1.

He'll have the royal enclosure entirely surrounded.

Except to the sea.

Do you plan to sail away, great Caesar?

Not for the time being.

Achillas may attack tomorrow, the next day, whenever it suits him!

- Very probable. - In your wildest dreams, Caesar,

how can you possibly hope to hold the gates of this enclosure against such odds?

And if you say once more, '' For the time being--''

My officers say anything from a week to indefinitely. What would you estimate?

Before you're without water,

without food, your troops slaughtered,

picked off from the rooftops, poisoned in the brothels?

A few days, Caesar. At the most, a few days.

I'm inclined to agree with you.

Young man, do you know this of Catullus?

''Give me a thousand and a thousand kisses.

When we have many thousand more,

we will scramble them and forget the score,

so evil envy will not know how high the count...

and cast its evil eye.''

It couldn't possibly have been as pleasant in the throne room.

- '' My desire to please you, Caesar, is very slight--'' - Be still!

Caesar, a word. It's important.

The Egyptian war galleys in the eastern harbor,

they've been taking on men and armaments all day.

When will they be prepared to move against us?

Tomorrow with the morning wind.

Burn them tonight.

Their ships lie close to shore, tightly packed.

There's a chance the fire may spread to the city.

Let's hope it doesn't. I can't risk a blockade,

And remember, not before tonight.

Prepare as secretly as possible. I need this day.

Good luck.

Why not before tonight, my lord? Why does Caesar need this day?

I can't give you that information... for the time being.

Flavius.

Here it is, Caesar. Just arrived.

The gods shouldn't tantalize us so, Rufio.

It's even better than I'd hoped.

You'd best be on your way. You haven't much time.

Hail Caesar.

It is called an epilepse...

because of the arching caused by the muscular spasms, the contortions.

The Greeks of early times considered those who suffered from it...

to be favored by the gods.

The great Alexander, they say, had this falling sickness.

And, so they say, the mighty Caesar too.

Your Majesty, forgive me. Sosigenus, the library.

- What are you talking about? - The Romans.

They've set fire to the Egyptian fleet.

- It's about time. - Come see for yourself.

The fire's spread to the city.

- The city! - Not a great area, just a few buildings.

But the library is burning.

The great library!

Aristotle's manuscripts.

The Platonic commentaries, the plays, the histories.

The testament of the Hebrewgod.

The Book of Books.

The wind blew these burning galleys right into the merchant shipping.

At least four or five burned and sank right here.

- And our own ships? - Safe and dry. There's a problem about prisoners.

- They're surrendering in droves. I need help. - Not one man.

- I may even want your sailors before long. - Halt!

Take your hands off me!

You should attack my guards more often.

Battle seems to be come you.

You grow more beautiful each time I see you.

And you grow bolder.

And busier.

- Actually, we're extremely busy at this moment-- - Do you smell smoke?

We found it necessary to burn the Egyptian fleet.

When last seen, the ships were in the water.

Did you find it necessary to burn them in the city streets?

Some merchant ships caught fire.

The burning masts fell into the streets. Some houses--

One of them: the great library of Alexandria.

Yes, I've been told. I'm extremely sorry.

- Now, if you don't mind, I must ask you to-- - I do mind.

Are you putting the fire out?

We're trying to form Egyptian prisoners into fire brigades.

Oh, I see. Romans only start fires, is that it?

Have you broken out of your nursery, young lady, to come irritate the adults?

Some other time. We have work to do.

Shall we remove her for you, Caesar?

Use that Roman genius for destruction.

Tear down pyramids, wipe out cities!

How dare you and the rest of your barbarians set fire to my library?

Play conqueror all you want, mighty Caesar.

Rape, murder, pillage thousands, millions of human beings.

But neither you nor any other barbarian...

has the right to destroy one human thought!

That's enough! Leave me alone with her.

I will send for you when I finish. It will not be long.

Swords? Javelins?

Or are you going to set me on fire?

The time has come, I think, for us to understand each other.

Whatever else I may be, in your opinion, first of all, I am Caesar.

And I am Cleopatra, queen, daughter of Isis!

If I say so and when I say so,

you are what I say you are, nothing more.

Hail Caesar!

You, a descendant of generations of inbred, incestuous mental defectives,

- how dare you call anyone barbarian. - Barbarian!

Daughter of an idiotic flute-playing drunkard who bribed his way to the throne.

Your price was too high, remember?

I've had my fill with the smug condescension of you worn-out pretenders,

parading on the ruins of your past glories.

- The future concerns me. - Then keep out of my affairs and do as I say.

Do as you say? Literally?

As if I were something you had conquered?

If I choose to regard you as such.

Am I to understand then...

that you feel free to do with me whatever you want,

whenever you want?

Yes, I want that understood.

Won't you at least wear your laurel wreath...

so I can be reminded it's the divine Caesar that honors me so?

You talk too much.

I promise you... you won't like me this way.

Caesar! An attack on the Moon Gate!

The Moon Gate. An attack in force!

Those ballistas need eliminating.

Send out a turtle.

Form the turtle!

Now is the time for us to attack!

- No. - We have a full legion in reserve.

We hold our positions here.

Two hours till dawn. We'll hold where we are.

- And what happens at dawn? - I thought you knew.

The sun comes up.

Tell the men they've won their fight.

Immediate liberty and plenty of wine for those who defended the gate.

All reserves, the cavalry, every fresh man available,

have them move out behind Achillas.

- We have him in a vise. - What is the other half of this vise?

Rufio and the armies of Mithradates.

- He left last night to meet them. - Mithradates?

How could he get here this fast?

I started him when we set sail for Egypt.

After all, no general in his right mind...

could hope to hold Alexandria with two legions,

as you and others have repeatedly pointed out to me.

I taste your drink, daughter of Isis,

and if there be harm in it, let the harm fall upon me.

Lotus.

You wiped the rim of the cup after you tasted it.

- Why? - Why?

Why, so my mouth would not soil it.

Lotus, taste it again.

Pothinus said he would have me killed.

Forgive me, Majesty.

Forgive me. Forgive me.

I forgive you.

Now drink it.

Apollodorus!

Apollodorus!

Great silence for Gaius Julius Caesar,

consul of the Senate of the people of Rome.

You will all stand.

Let what is said be recorded...

as the judgment and decree of the Senate and people of Rome.

There is no judgment here.

And the decree not Rome's, but Cleopatra's.

She has lied to you, Caesar.

She and her slaves lie to you.

You have not been accused, Pothinus,

thus far.

You are now charged with inciting and abetting war against the Roman army.

You are now charged with plotting to assassinate Queen Cleopatra.

You are guilty of both.

- You are sentenced to death.

It's too bright in here. Shut out some of the sun.

Are you going to kill me too, Caesar? What am I accused of?

King Ptolemy is hereby removed...

from the protective custody of Rome.

He will leave the palace within the hour...

and be conducted safely to the camp of General Achillas.

Achillas? You're going to send me back to my own troops?

He is to be accompanied by his learned tutor, Theodotus.

Do you hear that? You're going to be saved along with me.

Stop grining, you little idiot.

May I speak? You know that Achillas is trapped...

between your own legions and the armies of Mithradates.

You know that to send His Majesty to fight against them may mean his death.

An occupational hazard for those who would be king.

But then certainly not I, Caesar.

I'm no king, nor general. What do I know of war?

A simple scholar.

A man of thoughts and words.

Too many words. Enough.

Let all be done properly as decreed.

Flavius.

Find Apollodorus. Return his dagger to him.

You might clean it first. It has Pothinus all over it.

Yes, yes, I know I'm tired. I promise I'll sleep.

You have my apologies for what almost happened to you.

Caesar, will you talk with me for just a minute?

Yesterday was full. Tonight was rather long.

This morning has not been uneventful.

Did you know that Apollodorus would kill Pothinus?

He was kind enough to wait until Rome had passed sentence of death.

And my brother... and Theodotus?

They, too, will be killed, possibly.

Probably.

Your Majesty, I'm truly weary. If you'll forgive me.

You knew all along, didn't you, that there was no real danger,

that Mithradates was on his way to reinforce you.

Why didn't you tell me?

I said I was prepared. You wouldn't believe me.

- I don't want to be rude, but I really must insist-- - I would've believed you.

- You didn't trust me, is that it? - Not for an instant.

And yet... in these last few minutes,

you have made me undisputed queen.

The sole ruler of Egypt. Why?

Perhaps-- Perhaps tomorrow later in the day we could talk.

- Why, Caesar? - It was best for Rome. Please!

- Best for Egypt. - For Egypt too.

Cleopatra, get out. I beg of you, get out.

That will not be needed.

It wasn't necessary for me to betray myself.

I could have called out for Flavius.

How many new spy-holes have you dug in the walls?

Are we being watched even now?

If you see Flavius, you might send him to me.

- Still trying to dismiss me? - What is it you want?

- What more do you want? - To be of help to you.

There never has been help. There never will be.

Now there is.

One day it'll happen where I cannot hide,

where the world will see me fall.

I shall tumble down before the mob...

and foam at the mouth and make them laugh,

and they'll tear me to pieces.

The gods themselves had your sickness.

Hannibal, even the great Alexander.

And in the end, they fell.

Were torn to pieces by the mob.

Not you.

I will see to that.

In the name of the Senate and the people of Rome and by their will.

Isis herself would surrender her place in heaven...

to be as beautiful as you.

You're not supposed to look at me. No one is.

Well, if they aren't looking, how do they know that I am?

You should be kneeling.

That, too, before all these visiting kings,

making believe that they're not watching us?

You have such bony knees.

Not only bony, but unaccustomed to this sort of thing.

If we're to get an early start in the morning--

What will it be tomorrow?

More wheat? What I've seen already...

could feed more legions than Rome has ever had.

There is enough to feed the world.

More gold then.

Why not buy the world? Surely, you must have enough.

At least enough to pay more legions than even Rome has ever had.

More granite, more marble,

more millions of slaves to build whatever needs building.

Better routes to India, shorter routes to the East.

What can it be in Egypt that I haven't seen?

Egypt itself. The reason for Egypt.

My responsibility is Rome.

Alexander understood it,

that from Egypt, he could rule the world.

He was very young. And you, even younger.

At your age, such dreams have a reality which grows less in time.

Caesar no longer dreams?

Dangerous to a man of my calling.

Necessary, I would have thought.

I cannot stay away from Rome too long. There are problems.

Messages from Marc Antony endlessly demanding my return.

And on my way back, wars to be fought in the east and north.

Even in Rome itself, I'm not without opposition.

Do to them what you did to Achillas.

This is opposition of a different sort.

They weave it cleverly light, like a cobweb.

You know what happens when cobwebs are not regularly swept away.

Do you trust this... Marc Antony?

If anyone in the world, I trust Antony.

Well, let him brush away the cobwebs for you, and stay with me.

You've been declared dictator for a year.

You can do what you want to with your time.

Everything but make it stand still.

If, when you return to Rome,

these wars that have to be fought on the way, are they important?

Well, there's no such thing as an unimportant war.

I've been reading in your commentaries about your campaigns in Gaul.

How does my writing compare with Catallus?

Well, it's different.

Dull.

Perhaps a little too much description.

You're being tactful. Some of my critics-- Brutus, for one--

tell me my Latin is not only ungrammatical, but common.

You spared his life more than once.

People say it's because Brutus is your son. Is that true?

I have no son.

- Calpurnia, your third wife. - Fourth.

Married to you, how long? Twelve years?

And still, Caesar has no son, no child at all.

It is well known that Calpurnia is barren.

A woman who cannot bear children...

is like a river that is dry.

I see no purpose in discussing the subject further.

A woman, too, must make the barren land fruitful.

She must make life grow where there was no life.

Just as the Mother Nile feeds and replenishes the earth.

I am the Nile.

I will bear many sons.

Isis has told me.

My breasts are filled with love and life.

My hips are rounded and well apart.

Such women, they say, have sons.

That first time when you stood here alone, why did you cry?

Will you tell me now?

Because I had lost something.

- What? - A lifetime.

- Mine. - Nonsense.

Having conquered the world, he died at 32.

I am 52.

My remaining ambition is to keep the world from conquering me.

Your ambitions must always have been his.

They still must be.

Shall I tell you something?

When I was 32 in Spain,

I came upon a statue of Alexander.

I wept then too.

Even then.

I want you to have his sword to take back with you.

- Too deeply embedded. - It can be removed.

It's buried in time.

- And Alexander's mantle? - Too heavy for Caesar.

His dream then.

Make his dream yours, Caesar.

His grand design.

Pick it up where he left off.

Out of the patchwork of conquests,

one world.

And out of one world, one nation.

One people on Earth living in peace.

So, you have told me, at last, what it is you want of me.

Of us!

And the center, the capital of this one world,

one people, one nation: Alexandria?

- He chose it. - I am Roman.

He was Greek! What will it matter when we're all one people?

I am 52. He was 32 and failed.

We will succeed.

Your dreams, your ambitions.

One lifetime is not enough for such dreams, such ambitions.

The cloak of Alexander cannot be too heavy...

for Rome and Egypt to carry together.

And what if his sword is too deeply embedded?

Yours will replace it, Caesar.

You have a way of mixing politics and passion.

Where does one begin and the other leave off?

That did not start, nor will it end with me.

Cleopatra, whatever it is, however it comes out,

leave me my destiny.

Your destiny is no longer just yours.

It's mine too.

Soon, there will be someone to carry both the cloak of Alexander...

and the sword of Caesar and the name of Caesar.

And in that name, he will rule Egypt.

And what ever part or all of the world that we give him,

our child, will be a son for you, Caesar.

By Isis, I swear it.

I came as quick as I could.

Antony is welcome to Caesar's house...

as often and as quickly as he likes.

As Caesar's wife, before the truth is distorted into vicious Roman gossip,

- I wanted you to hear-- - That my husband has married Queen Cleopatra.

There's some fresh wine. One of your many favorites.

The ceremony, according to vicious gossip, was in the Egyptian religion.

Even if true, that can't be meant or taken seriously.

During which, he was formally declared an Egyptian god.

Officially divine, at last.

That must have pleased Caesar.

Calpurnia, we know Caesar, you and I.

This so-called marriage has no validity under Roman law.

There must have been political purpose to it.

Perhaps a symbolic ceremony to ratify Rome's alliance with Egypt.

Perhaps merely... indulging some barbaric custom.

You've been loyal and kind.

You came as quickly as you could.

Unhappily, vicious gossip travels even faster than you...

and the truth.

Have you heard, for instance, that Queen Cleopatra is carrying Caesar's child?

Yes, Antony.

We know him, you and I.

There shall be--

There shall be... Rome,

mighty and alone and unloved.

A mistress.

A mistress shall raise thee again from Earth to heaven,

and all the world shall know a golden age of justice and of love.

A son shall be born to Isis!

A son shall be born to Isis!

Rome shall know him in cloth of gold.

The East shall see him laden with jewels and treasure.

A son of Egypt and of Rome!

Here shall he find his destiny!

Do exactly as I tell you.

When the child is born,

after he is anointed and named royal prince,

- take him to Caesar. - Bring Caesar here?

No! Exactly as I tell you.

Take the child to Caesar, in front of his men.

Do you understand?

In front of all the Romans.

Lay him at Caesar's feet.

At Caesar's feet.

I will do just as you say.

Fear not. We have never lost a Caesar.

That remark was not only insubordinate, but in bad taste! I--

Caesar, remember Roman law.

If you pick up this child before witnesses, you acknowledge it's yours...

and a citizen of Rome, as your heir.

- A son.

I have a son!

- Hail Caesar! - Hail Caesar!

He has been made king of Egypt.

He and his Egyptian queen have named their bastard Caesarion.

Prince Caesarion.

What better name for the heir to the throne of Rome.

There is no throne of Rome.

Nor shall there be, nor would Caesar tolerate one.

But a son!

We all know how much he's always wanted one. I am happy for Caesar.

Well, your happiness is understandable enough.

Now that Caesar has publicly recognized a son,

one need no longer wonder about Brutus.

Is it a relief not to be wondered about, Casca?

To be known openly as you are for what you are:

liar, swindler, bully and coward.

Brutus, you'll turn Casca's head with your flattery.

And Casca's head, if turned, will see Marc Antony.

Apart of Caesar more to be feared, I think, than his infant son.

But it is for the good of Rome that Caesar has stayed so long in Egypt.

In his absence, the people have come to worship him as a god.

Why should he return to show himself as mortal as the rest?

There are those who fear Caesar's ambition.

But what is there to fear? That he will destroy the republic?

Yes, he will.

I promise you he will.

Your tongue is old, but sharp, Cicero.

Be careful how you waggle it. One day it will cut off your head.

It will more likely be your sword, Antony. 'Tis just as sharp and quicker...

and frightened of heads.

There'll be a strong smell of wine in the Senate today.

We must breathe with restraint.

Octavian, this-- what's his name-- this son of Caesar,

does it upset you?

- No. - You run off at the mouth so.

One would think your words were as precious to you as your gold.

Like my gold, I use them where they are worth most.

And your virtue? My friend has a friend.

That too.

You know, it's quite possible, Octavian,

that when you die,

you will die without ever having been alive.

I can't leave without saying good-bye to my son, to you.

We thought, your son and I, that if we came to you,

we would have those few minutes more.

A good thing to remember, my son,

what you will not let go, no one will take from you.

Hail and farewell, little Caesar.

Was it a century ago when I was dropped at your feet, wrapped in a carpet?

Or was it last night?

When will you send for us? When?

- Soon. - How soon? When?

So much time must go by before even I reach Rome.

And then how soon?

It will not be easy, but within reasonable time.

Time is never reasonable.

Time is our enemy, Caesar.

Am I to conquer it for you? What plan of battle do you suggest?

I must bring your son to Rome.

Rome must see Caesar's son...

who will one day rule over Caesar's world.

Caesar?

I'm afraid that the tides will soon be against you.

Not only time, but the tides.

Even as divinities, there seems little we can do about either.

But only after more than two years...

and many wars in Africa and Asia Minor...

was Caesar able to cross over to Italy and come home at last...

to celebrate his triumphs and see to his affairs.

''In recognition of which, the Senate has be stowed upon Caesar...

the rank, privilege and title of dictator of Rome for life.''

Dictator for life.

At long last, he is master of Rome.

Apollodorus, everything must be made ready at once.

- Ships, servants-- - We've been ready for some time.

Surely now nothing can prevent his sending for us.

Why, If only to attend his coronation as he attended mine.

- Your Majesty-- - Three long, wasted years!

Why should the Senate have taken so long...

to recognize what the world has already known,

that Caesar was master of Rome?

Rufio wishes to speak.

Your Majesty seems to misunderstand.

It seems quite clear. Caesar has been declared dictator of Rome for life.

True, however to the Roman, there is a vast difference between dictator and master.

No man can call himself master of Rome.

Why not?

It has a meaning far too close to a word no Roman will tolerate:

king.

And to be dictator of Rome for life?

Is to be granted the lifelong respect and honor of the Roman people.

And the dictates of the dictator?

Must, in each case, of course, be approved... by the Senate of Rome.

Thank you, Rufio.

The enemy! The enemy! The enemy!

The enemy! The enemy! The enemy! The enemy!

The enemy! The enemy!

Sisogenes.

I suppose you think it's odd that I should propose such an invitation...

to Queen Cleopatra.

- Do you? - Egypt, after all,

has been officially declared ally of Rome.

Still, I must confess I was surprised at some of those...

- who voted in favor. - Were you?

May I express, once more, my gratitude...

for being permitted to attend today's session as a visitor?

It was truly inspiring, Caesar,

to witness the free will of free men so fearlessly expressed.

He seemed most anxious to be present.

I saw no harm in granting him permission.

- Didn't you? - After today, never again shall I doubt...

the extent of Egypt's wealth.

I don't like Cicero's implication.

There's not enough gold in Egypt to buy the honor of a Roman senator.

More than enough, it seems, to buy his vote.

How was it now?

'' Rome will know him in cloth of gold.''

According to reports, the reception in the streets has been extraordinary.

The queen has given instructions for the procession to move as slowly as the people wish...

for their full enjoyment.

I might almost believe that Cleopatra set out to capture the citizens of Rome.

One would have every reason for believing exactly that.

Nothing like this has come into Rome since Romulus and Remus.

- How unafraid he is. - Hmm?

How unafraid he is.

Your queen has conquered the people of Rome.

People, yes.

Now, then, walk like a king. Head up.

Listen to them cheer.

Take your throne. Bow to the right, left.

Now an angry glance at someone who's displeased you.

Very good. I tremble. See me tremble?

No. Don't smile.

Not when they're trembling. It makes them stop.

Now the prisoners they drag before you, one by one.

This one has no power anywhere, therefore means nothing.

But you wish to be known as a noble ruler. What do you say?

I ''par do'' you.

Louder, boy. You're going to pardon somebody, you want it known.

I ''par do'' you!

Hmm. Ah, now, who comes here?

Once your friend. You trusted him, and he turned against you.

He has power, wealth and family.

He kneels before you. He begs you to be his friend again,

to have you trust him again.

And then... what then, little king?

- Crrrck!

Caesar must wish what needs commanding.

To drain the Pontine Marshes. To free Rome from malaria.

To fill my belly.

To control the Tiber's floods and divert its course.

To improve the harbor at Ostia. To please my ambition.

And must I wish roads to be built, libraries for public use?

The free men of Italy to be equal citizens to those of Rome?

Many of these have merits, Caesar, and merit our approval.

Merit your approval. Is Caesar to come before the Senate each day...

like a schoolboy with his lessons, now passing, now failing?

Do you suggest that the Senate...

no longer deliberate the welfare of Rome?

Do you suggest an end to the process of Roman law?

I must be the law. And my word must be the welfare of Rome.

Else, take from me this meaningless title of dictator.

I've carried a sword for too long.

I cannot now pretend with an empty scabbard.

Surely, Caesar must recall the symbolic nature of the title dictator...

at the time it was conferred upon him.

It was to honor Caesar above all men...

and to indicate the gratitude of Rome for Caesar's triumphs in its name.

Brutus, I recall them well, those triumphs.

Do you?

Pharsalia, for one, when you trembled in Antony's hand...

when Antony was hot to separate you from your head...

with just cause.

It was by my command that your life was spared.

There was no deliberating body. It was not by my wish, but by my command.

By my dictate, if you will, that you stand here tonight.

dribbling virtue out of the corners of your mouth.

Sit down.

No, I want no more meaningless privileges and considerations.

No more honors designed to pacify me.

I would far rather have nothing. Remain what I am, at heart,

a humble man, anxious only to serve.

Why are the eyes of a statue always without life?

Have any of you here seen the Nile?

Spare yourselves the journey.

She carries it within her eyes.

I suggest, Caesar, that the hour is late.

Very late for Rome.

I was speaking, Cassius! I was--

Now, where was I?

Anxious to serve.

Yes, I've served, served for all of my life.

I've won for Rome more than half of the world.

Most of you here owe your honors and your fortunes to me.

And now I want you to do as I say.

You will appoint me... emperor of Rome.

There is no need to resume your seats.

May I, on be half of all, once again...

thank you, Gracious Majesty, for your hospitality.

Good night.

Thank you and good night.

They resent being summoned here, Caesar,

for meetings more properly held in the Senate.

Resent it, do they?

I cannot understand that the eyes of a statue should be eyes without life...

Are you quite sure what it is you want... so desperately?

I've always been sure.

And Caesar?

Does anyone speak for him?

No.

Good night.

Tell me, Brutus, is it proper to stand before this new goddess,

which Caesar has set here in the temple, or must we, as Romans, kneel?

Not yet!

Caesar has .... left for a diade

Then the God Caesar stands beside the Goddess Cleopatra.

Then Rome will crawl before them both.

Let that day come, if it comes.

You heard, that the man has been made an Emperor

Once that one night and it was his sickness

His sickness grows worse and in the end it will kill us all.

Only once since he asked to be made Emperor,

but he has sence to creed himself a God

Emperor and God.

No longer not just King, but Emperor and God

Use and open your eyes!

What is it you want! What do you want of me!

When the people think upon the honor of Rome, they think upon one man.

He is Brutus!

By that honor and by the responsibility you carry,

Brutus, save Rome from Caesar!

You cannot ask me to destroy him.

Then let Caesar destroy Rome.

Antony has just come from a meeting of my friends, with good news.

Tomorrow at the Senate, Lucius Cotta will move that I be made king.

It will pass.

But... I don't understand.

King and emperor.

And it will pass?

For the last few months, I've been quietly enjoying...

one of the few privileges of being dictator.

I have been appointing senators.

Slightly more than half the Senate has, at the moment,

been appointed by me.

Once again, the army of Mithradates...

on its way all the time.

Why-- Why then not only Rome,

but this whole peninsula of Italy, upon which Rome stands,

must fall in your hands like a drop of sweat.

Let them make you king or whatever they choose, wherever they choose.

Let me serve with you. My legions with yours.

Together we'll conquer for Caesar a world...

beyond the wildest dreams of even-- even Alexander.

Rome. What was Rome when Sulla died,

when Crassus lost the armies in Parthia?

These same men came after me through the streets,

howling like frightened dogs.

"Caesar, save us!"

They would've made me king then.

- I wouldn't let them then.

He was thrown over the wall. It's not a pretty sight. It might be better if--

Titus, the moneylender.

Why should anyone kill him as savagely as this and bring him here?

Obviously, I am being warned.

Perhaps I am next.

They dare to threaten you?

- Caesarion. Where was my son-- - Not far away.

It frightened him.

Lepidus. How many legions has he now?

- Fifteen. Perhaps more. - Where?

- Scythia. - We will dine with Lepidus tonight, you and I.

We'll talk of armies and battlefields and lists of men to die.

And tomorrow in the Senate, let them offer so much as the sands of Libya as my kingdom,

I will accept.

This is great Caesar, beloved by Rome,

and at least one of us...

who must die so that Rome may live.

If it must be done, then let us do it on our shame,

and not of raid.

If the world is to know that it is Rome that will not have a king,

then let us make it the honorable and open act...

of free men in the light of day.

In the light of what day, Brutus?

Tomorrow?

In the curia of the Senate.

And shall we be armed, all of us?

Decimus, you will come to Caesar's villa early tomorrow to escort him to the Senate.

Cimber, Marc Antony must not enter the curia with Caesar.

On some pretext, you must lead him aside...

to speak perhaps of what you heard at Lepidus' house tonight.

I remember something odd.

At one point, Caesar suddenly asked of each of us...

what manner of death we would choose.

And Caesar, when it came to him, looked straight at me and said,

"Sudden."

Odd, isn't it?

I was afraid I'd find you still asleep.

Caesarion is. He was awake most of the night.

Did the storm frighten him?

He said not, but it did. I could tell.

Have you time to come in?

Decimus is waiting. He came by early this morning....

expressly to accompany me to the Senate.

Decimus? Has he done this before?

A shrewd politician. He hopes to benefit by arriving with me,

this day of days.

Keep Antony close by.

You too?

The ladies of Rome seem to have caught each other's fears this morning,

like a head cold.

Calpurnia actually pleaded with me not to go to the Senate at all.

Why? Why would she not want you to go?

Oh, the bad night. Nothing else.

She awoke screaming in her sleep. The thunder, the lightning.

She dreamed that she saw me murdered, that she saw me...

or a statue of me covered in blood.

And the servants. The servants told her of seeing men of fire in the heavens,

odd happenings in the city and so forth.

Strange and solitary birds were seen in the Forum.

They said one flew into the Senate itself,

carrying a sprig of laurel, which it dropped at the base of Pompey's statue.

Pompey?

- Caesar, I'm afraid. - You must not tell me to stay away.

Shall I, too, be afraid?

Can it be said of Caesar that he gave up the world because of a thunder storm?

That such divinity that was in him ran before mortal superstition?

I feel that you need me now, and I cannot help you.

Then help me to live as I have lived:

always differently from the rest.

The others, for whom life is merely an endless fear of dying.

Your gods and mine go with you, Caesar.

The world, except for you, is filled with little men.

Fire burns.

Fire burns.

The winds of destruction blow.

Rome, mighty and alone,

the winds of destruction blow down upon thee!

Storm sand hail shall cut down wheat,

shall cut down birds and living things of Earth.

The heavens...

and the gods themselves.

My son!

Caesar! Caesar! Caesar! Caesar!

Caesar! Caesar! Caesar! Caesar!

I would have come sooner, but there was much to do.

And it seems you have done it extremely well.

Is that where--

Yes.

In Egypt, we build eternal monuments to our dead heroes.

Here, you burn them like rubbish. Good-bye.

I've brought some of the 10th Legion with me, and Rufio. You have nothing to fear.

Nothing to fear? That's no reason for staying.

So much has happened so quickly.

Suddenly I have the pieces of a broken world to pick up.

Caesar, you running off at night like this.

Do you suggest that I stay? Why?

Don't ask me to be clear about my feelings right now. I'm tired.

And with you, even at my best, it's never easy to say my meaning.

But you speak so well, Antony.

I've been told how excitingly you read Caesar's will...

to the sobbing, murdering, free citizens of Rome,

naming as his heir his great nephew, Octavian.

I knew Caesar's will and the reasons for it.

If Octavian had not been named, how many hours, how many minutes...

would you and your son have survived, do you think?

And if Caesar had become truly king,

do you believe he would still have named Octavian?

In any case, it's over.

Caesar and the dream that was murdered with him.

First Alexander's...

then Caesar's.

Now over. Finished.

- First, Rome must be put in order. - Rome again.

Brutus, Cassius, some of the others have escaped. They must be hunted down and killed.

- And then? - Then in death, Caesar must be granted the power and title...

he was denied in life, deified even.

A dead king, a dead god. Safe enough even for Rome.

Caesarion as Caesar's son could claim both the title of king and his deification.

And to what court of law would my son and I take our claim?

I will present it to the Roman Senate myself.

I believe you would.

And after the noble senators have stopped laughing,

do my son and I then declare war on Rome?

No. For this, a Caesar would be needed.

You have very little time.

Another Caesar.

But thank you. I shall remember your kindness to us.

- You give up too easily. - Do I?

Let me come to Alexandria and talk more with you.

- Whenever you like. - Now. Tonight, if I could.

In any case, try to remember.

And for more than two years did Antony seek out the assassins of Caesar.

At last, at Philippi,

he was able to set against them his legions and those of Octavian,

who was Caesar's heir.

Cassius was the first to die, by his own hand,

then Brutus and the others.

Hail Antony!

Hail Antony!

Hail Antony's legions!

You remember Philippi.

He won it.

My lord.

- This way. - But my tent is this way.

Later. I'll see him later. Octavian depresses me.

You promised.

Well, the fighting's over. We won it all.

Your health should improve quickly now.

Even lf I were to die, my place is with you on the field.

- You were wrong in preventing me. - Caesar was too ill to sit his horse.

Caesar? Ah, yes. I keep forgetting.

I have inherited the name. I have made it mine.

Why not? You'll never be confused with the other one.

At least your troops fought bravely, under my command.

Agrippa has kept me fully informed.

What were you doing there?

The battle was fought on land, between men,

not great lumps of wood bumping on water.

Why did you bring Agrippa? Were you expecting rain?

- Shall we choose a piece of land, Antony, just you and I? - Be quiet.

There are matters we have to talk about.

Have you an objection to Agrippa remaining?

I object to Agrippa at all times.

Lying here, indisposed, you must have had time to consider the problem.

I think it is best to continue the Triumvirate.

You and I and Lepidus.

Very well.

Lepidus shall have Africa and the islands. You, Spain and Gaul.

Rome and Italy to be administered by the three of us jointly.

- And you? - All the east.

Then, with Lepidus in Africa and you in the east,

bringing order to Rome and Italy will be my problem.

So it seems.

Spain and Gaul are wot enough for me. I shall need money.

- There have been tax riots in Rome already. - So I've heard.

Done.

And done.

Would Caesar approve, do you think?

Definitely. Perhaps the veil of Isis would have bothered him just a bit.

Three years.

And Rome remembers him only by the image on a gold coin.

Are they those I brought back with me?

After all, when Octavian had them struck off,

it was to commemorate Caesar's deification.

So that he could inherit Caesar's divinity together with all the rest.

Even a dead god cannot rewrite his will.

Antony did present Caesarion's claims to the Senate.

He kept that much of his promise.

And he will keep the rest of it.

After almost three years since Caesar's death,

more than a year since Philippi?

Antony will come. He will need Egypt.

Egypt is you.

That's what I meant, of course. Antony will need me.

Finances! You make my head hurt when you talk of money.

Now, change the subject.

All right. News from Rome.

Octavian has forced Lepidus out of his command and into exile.

I wish I hadn't-- I wish I had not drunk so much today.

So do I.

Do I trouble you, Rufio?

Yes, you do.

I'll wager you never found Caesar befuddled by wine.

Nothing, no one ever befuddled Caesar.

Antony, the campaign against Parthia will not be an easy one.

- How many legions have we left? - Well, it's hard to tell.

- None of them up to strength, so many desertions. - Desertions?

They haven't been paid in months.

Do you remember when we started into Greece?

I lived with them, ate with them. I was one of them.

They seem distant to me now, as if they were-- as if they were a memory.

We must find the gold to pay them,

the wheat to feed them, supplies, ships, armor.

And where do you suggest we look for all these?

- I thought perhaps further to the east. - Syria?

- Perhaps more to the south. - Ethiopia?

To the north of Ethiopia--

- I have forbidden you to mention her. - I didn't.

I will not crawl to her, hand held out like a beggar.

- Why has she wot offered me assistance? - Perhaps she doesn't know.

Of course she knows. She knows everything.

If only out of gratitude for what I've done for her--

- Perhaps she wishes to express it in person. - Then let her come to me.

Am I so much less than Caesar?

Nor is she less than Cleopatra, queen of Egypt. And you promised--

Queens! Queen! Strip them as naked as any other woman, they're no longer queens.

It is also difficult to tell the rank of a naked general.

And generals without armies are naked indeed.

All right. I'll meet her halfway.

I'll send you to her. You order her to come to me.

- If I am to order her, I need not make the journey. - Then summon her.

- Even worse. - Then beg, entreat, cajole. Find the word you like best.

Pour perfume. Whinny like a stallion if you choose.

But see that she comes to me.

I understand your position, Rufio.

Surely you must understand mine.

I do not intend to join that long list of queens...

who have quivered happily at being summoned by Lord Antony.

But surely I didn't say "summoned."

You said "invite." He meant "summon."

In any case, I am the queen of Egypt.

And I choose to remain on Egyptian soil.

Tarsus is not the other end of the world,

- Your Majesty. - If it were one step from Egypt,

that would be too far.

I will meet with Lord Antony...

but only on Egyptian soil.

My lady, a way must be found, a time, a place to satisfy you both.

Must it, Rufio?

Cleopatra.

Cleopatra!

It is. It must be.

She said never, except on Egyptian soil.

"Never." Something women say to begin with.

You will welcome Queen Cleopatra on my behalf.

You will extend my invitation to a banquet in her honor at the palace tonight.

- Don't you think perhaps-- - Still not convinced, Rufio? Hurry back.

There's much to be done. Have someone send the cooks to me.

Forgive me, noble Rufio. It is you who do not understand.

Queen Cleopatra, at present below in her chamber, is on Egyptian territory...

and intends to remain on it.

Most learned Sisogenes, you must forgive me when I point out...

that this is Tarsus, not Alexandria.

You are on Tarsus, noble Rufio. I am on Egypt.

Tonight and tomorrow night, if Lord Antony desires to meet Her Majesty,

he will come to her, to Egypt.

I shall do my best, learned friend, to prevail upon Lord Antony to attend.

Marc Antony, how prompt you are.

If I had not been, it would be unforgivable of me.

I had hoped to be here to welcome you as you came aboard.

If you had been, it would be unforgivable of me.

Be more tolerant. Forgive yourself now and then.

Almost three years. Is it possible that you've become even more beautiful?

Almost three? That long?

The time has passed so quickly.

Your necklace. It seems to be made of gold coins.

Coins of Caesar.

- Do you find it attractive? - Very.

And I find what you're wearing most becoming.

- Greek, isn't it? - I have a fondness for almost all Greek things.

As an almost all-Greek thing, I'm flattered.

An unusual necklace.

Nothing but gold coins of Caesar.

- How did you come by it? - I had it made.

I wear it always.

A fabulous feast.

One is so limited when one travels by ship.

This fabulous ship,

together with its queen, the fabulous Cleopatra.

The name of Marc Antony is not exactly unknown to the world.

- Why, in the last year or so since we met-- - Almost three.

By now you have become one-third the master of Rome.

You don't permit yourself to forget him, is that it?

That's an odd way of putting it. Don't permit myself?

You find it necessary to wear him around your neck?

You forget, Antony,

in these almost three years, how full your own life has been.

These can't have been uneventful years for you. You rule Egypt alone.

Oh, they have been busy, but not full. There's a difference.

There cannot be enough hours in the days of a queen,

and her nights have too many.

-So I fill them with memories. - Of Caesar?

And of a dream... that almost came true.

You may remember.

I remember that night in Rome, saying it could still come true.

You said so much that night to so many.

- Let me get rid of them all. - Why? I have arranged an entertainment.

A dance in the Greek fashion to welcome the god Bacchus.

If I make a great show of going, they'll have to leave too.

Then I can return and we can, uh--

we can talk alone, you and I.

- When would you return? - In an hour, no more than two.

How long would you stay?

Until we had nothing more to say.

Are you a strong swimmer ? We sail at sunrise.

I don't understand.

Home to Alexandria, to Egypt.

Then you've come all this way for just this one night?

All this way to make a fool of me.

Perhaps you would feel less of a fool...

lf you stayed the night with me, is that it?

I've told you before.

With you, words do not come easily to me.

There is too much unsaid within me that I cannot say.

Then I cannot know it.

There is much unsaid within you too.

That is probably true of everybody.

Stay for a while.

I have known you so long but so little.

- Give me time. - Not I,

not Egypt and Rome together.

Not even the gods have time to give you.

But, Antony, use what you have.

Don't waste it by playing at god here in Tarsus...

while Octavian in Rome becomes a god.

He's...

here.

One step behind Caesar, at the right hand of Caesar,

in the shadow of Caesar.

Tell me. Tell me how many have loved you since him?

One? Ten? Anyone? No one?

Have they kissed you with Caesar's lips, touched you with his hands?

Has it been his name you've cried out in the dark?

And afterwards, alone, has he reproached you,

and have you begged forgiveness of his memory?

You've come here, then, running over with wine and self-pity...

to conquer Caesar.

For so long now, you've filled my life,

like-- like a great noise that I hear everywhere in my heart.

I want to be free of you, of wanting you, of being afraid.

Yet Caesar would not permit it.

But I will never...

be free of you.

From the first instant I saw you entering Rome...

on that monstrous stone beast,

shining in the sun like a-- like a little gold toy,

how I envied Caesar.

I went suddenly sick with it.

Not his conquests or his triumphs.

Not his titles or the roaring of the mob.

I envied him you.

When we first met in Rome, I remembered you...

and I wondered that I could ever have forgotten.

Remembered me?

Years ago, when you were a young cavalry officer...

stationed at the palace in Alexandria...

under the command of that fat Roman general.

- What was his name? - Mm, Gabinius.

Gabinius.

I was 12 years old and I loved you.

- Nonsense. - It's true.

Lovers always want so much never to have loved before.

It's possible, you know.

It becomes a game. Who loved whom first?

I did.

If you noticed me at all in those days, you were probably terrified of me.

And with good reason. Everybody knows Romans cut up little children...

and feed them to their horses.

We'll make this our beginning.

Beginning with tonight,

you must never envy Caesar...

or anyone, anything again.

After all, this is nothing new.

For so many years,

Antony has fed upon the crumbs...

that fell from Julius Caesar's table.

I say-- I say they are deserving of each other.

Let him stay in Egypt.

Let him put away his life as he chooses

but not the possessions of the Empire of the Roman people

The Roman people, what a glorian possessions to them

Is there Antony content.

Then, so are they.

Does their Antony sweep their empire under Cleopatra's bed

Here is adoring Roman sigh, and remain content

Let him stay however distant for however long...

with never a thought of them.

The Roman people hold him close to their hearts.

- Distant? - Perhaps from Rome...

but not from Caesar, I think, nor from Caesar's son.

Germanicus, do you speak of me?

No, Octavian. I speak of Caesar.

I am Caesar.

Only while Antony remains...

distant from Rome.

Antony!

Stay not too long in Alexandria!

Germanicus, stay not too long in Rome.

How much of this is known to Antony?

All of it and more. I have written him regularly--

letters, reports, dispatches by personal messenger.

- And what has he answered? - He wrote that he was no longer interested...

in the matters I described to him.

That he would not return to Rome.

That he understood quite clearly what was at stake, what he would lose.

But that he would not leave you.

Ah, well, let's try the goat.

All right.

Let's have that goat again. There. Not too much.

There. Mm-hmm.

The milk of a cow, of a goat and of an ass.

Which, would you say, is best for softening the beard?

Is it true that Octavian shaves but once a week?

Even then, he has merely to face the wind and let the fuzz blow away.

You knew, didn't you, that Germanicus was here from Rome?

Yes.

Have you strong feelings about beards? I had one in my youth. Bright red it was.

Why haven't you seen him?

When you go,

must it be for very long?

I must take some of these back with me. They don't have them.

At least they didn't when I was last in--

in Rome.

While they were digging the foundation of my tomb,

the workers found an old wall.

Someone had scratched on it hundreds of years ago,

"You were not here last night, and I could not sleep.

Will you be here tonight?"

Do you suppose they ever met again?

Everything that I shall want to hold or look upon or have or be...

is here now with you.

I must not be sorry for myself.

Queens are sometimes no better at that than kings, or even princes.

It doesn't seem fair.

What I feel I should have felt long ago...

when I was very young, when I could say to myself that this was how love was...

and how it would be.

But to have waited so long, to know so suddenly,

this late...

how it hurts, how love can stab the heart.

Be careful with Octavian.

Well, let him be careful with me.

The Romans want no war between the two of you.

In any case, you are not ready yet.

War? The world is filled with love. There will be no more wars.

You must have your share.

Your titles and powers must be spelled out exactly.

There can be no question of your complete authority in the East.

Antony, how will I live?

The same as I.

One breath upon the other,

each bringing us one breath... closer.

You take so much of me with you so far.

Remember, remember. They'll want you to forget. Please--

Forget? How?

I can never be more far away from you than--

than this.

He will come first to Brindisium.

Agrippa and I plan to, uh, welcome his arrival with a great ceremony.

Antony must be made to know how dear to the hearts of the Romans, of us all,

he is and has been.

He has been away for a very long time.

Perhaps we can persuade him to stay with us even longer.

Perhaps, Octavia, if you came to Brindisium, you could help.

You may have forgotten. It is no more than six months since--

Begging the pardon of Agrippa and our ancestors,

I do not agree that a young widow must retire from life.

You haven't left my house since your husband died.

If only for the sake of your health, the change alone--

Then, begging the pardon of my Lord Agrippa and our ancestors,

I would look forward very much to the change.

Nothing. No one could possibly shine more brightly in the sun.

Not only Antony, I know of no man...

who would not hold out his greedy fists for Octavia.

After all, what greater pledge could I offer...

of my goodwill toward him?

And how could Antony more clearly show his love of peace and Rome...

- than by accepting? - And Cleopatra?

Are you suggesting we invite her to the wedding?

Do you remember Julius Caesar when he returned...

and those months at the end while she was in Rome?

There was a poison in his heart, in his brain.

Yes, I know. The falling sickness.

But more than that. Cleopatra.

- I remember well. - Antony is no Caesar.

I am grateful for that.

Granted that he marries Octavia,

will he forget Cleopatra?

Will she permit him to forget?

Most probably not.

- Have I permission to speak? - Tell me quickly.

A galley came to Pelusium with news from Rome.

Lord Antony and Octavian Caesar have met and sealed a great pact.

Antony has taken ten more legions and all of the East for his domain.

Egypt will be declared ally of Rome.

It is done.

- There is more. - No. No more, my lord.

- He's afraid. - Is there anything more?

Forgive me, divine Majesty. There-- There has been a marriage.

A marriage of state.

Between Octavia, the sister of Caesar,

and Lord Antony.

Anything more?

They're presently in Athens.

Sometime, within the year, Lady Octavia is to return to Rome.

Lord Antony will come to Alexandria...

to negotiate the alliance of Rome and Egypt.

Leave me.

No.

Completely alone.

Antony!

Do you find it pleasing, my lord?

Huh?

Oh, yes. Very.

It was made here in Athens. Not as practical as our Roman ones, of course.

The Greeks have such a weakness for beauty.

Does the dinner not please you, my lord?

Very much. I'm not particularly hungry.

If there is anything that would please you more--

Believe me, I am pleased, Octavia.

The gods know you do nothing but please me, in every way.

Word from Domitius?

He never even reached the palace.

As a matter of fact, he was not permitted through the city gate.

If I may be excused.

There is no need for you to go.

When I hear matters of state discussed by men,

invariably I find myself wondering about...

why the wine has gone sour.

Good night, Rufio.

Good night, my lord.

Domitius turned away at the gate.

That makes how many?

Five of your ambassadors turned away within this year.

Now, if you'd gone in the first place--

It was the only favor I ever asked of you. You granted it.

The treaty with Egypt must be made.

For too long we have received no wheat, no gold--

I cannot go to her to negotiate a treaty!

She will have no one else.

And what if she should... turn me away?

That would be quite impossible.

Have you ever really left her?

No.

For three days now I have waited for an audience with you, alone.

What is the purpose of the audience?

Get out, all of you. I wish to see Her Majesty privately.

- You stand before the throne of Egypt. - I know where I am!

- You will state your purpose. - Matters I have no intention of discussing publicly.

I do not grant private audiences to unidentified persons.

I am Marcus Antonius.

I know who you are. What are you, at the moment?

Envoy of Rome, pro-consul of all the Roman Empire to the east of Italy.

An impressive title.

Worthy, perhaps, of a private audience?

Without a treaty of alliance with Egypt,

you could not hold the territories under your command.

- True? - Possibly.

Then, Lord Antony, you come before me...

-as a suppliant. - If you choose to regard me as such.

I do.

You will therefore assume the position of a suppliant before this throne.

You will kneel.

- I will what? - On your knees.

You dare ask the pro-consul of the Roman Empire--

I asked it of Julius Caesar.

I demand it of you!

Now, you may have the treaty you asked for...

on the follow ingconditions.

By your authority as pro-consul of Rome,

you will cede to Egypt immediately the following territories:

Judea,Jordan, Armenia, Phoenicia, the provinces of Sinai and Arabia,

the islands of Cyprus and Crete.

You ask for one-third of the Roman Empire.

Put it another way.

I give to you two-thirds.

Most generous. I, uh, cannot accept.

I suggest you deliberate further.

Perhaps consult with your superior...

-in Rome. - My superior?

Octavian.

Caesar Octavian?

You have not been dismissed.

You are now dismissed.

Outside, all of you. Her Majesty and I will speak in private.

Out! Before I chop you up and feed you to my horses.

That's how Romans frighten little girls.

They like to frighten little girls. Wait outside.

I married Octavia at her brother's insistence, before all Rome,

as a gesture of good faith, a guarantee of peace, a bargain sealed.

With a kiss? Or did you simply shake hands on your wedding night?

The people of Rome were celebrating the marriage, even before I arrived.

- How could I refuse? - By saying no.

As you have said no to all my demands.

But they're impossible, unreasonable.

- Conditions one lays down for a helpless enemy. - You're not helpless... yet.

I cannot cede to you the territories you want.

It would lead to an open break between Rome and me.

Why do you think I asked for them?

It would be playing into Octavian's hands, what he hopes for.

- It would not be wise! - What is wise?

To hand over Rome, Italy, the world to Octavian?

To grovel publicly before his authority?

Take his sister to wed and to bed...

as if to beg forgiveness...

for having stayed so long with your Egyptian harlot.

What has angered you?

That I dealt with Octavian however I could or that I married his sister to do it?

-Jealousy or politics? Which? - Both!

And damn you for not understanding either.

It would not occur to me to look to you for instruction.

Which is why you have come back chained to Octavian like a slave.

- Slave! - And with such an exquisite set of chains.

So softly spoken, so virtuous.

She sleeps, I hear, fully clothed.

- I've come back. That's all that should concern you. - Should it?

How long before your master snaps his finger and you run back to him, or her?

I have only one master. My love for you.

No.

Your master must not be love.

Never love.

Give yourself to love,

and you give yourself to forget fulness...

of what you are and who you are and what you want.

And what you want is worth so much more?

I will not have love as my master.

- Then you will not have love. - Not will I have Octavian.

- Never fear. - How confident you are.

And has Octavian a master?

His ambition: to rule the Roman world as emperor and god.

The Roman world, to begin with.

And what stands in his way?

- You and I. - And my son,

the rightful heir to the name and glory of great Caesar.

Octavian has already stolen those,

and he will now destroy, in the name of his sister, the love Rome has for you.

And by your marriage to her, he has made of me unmistakably your whore.

Never fear Octavian?

It is he now who, I think, must be unafraid.

Show me a city, and I'll tell you how to take it.

Let me face an army. I'll smell out its weak points, hit them hard where they are.

But make me to sit down and talk in whispers of this and that...

with an emphasis here and a shrug there, and I'm soon confounded and defeated.

Meaning to do the best, I suppose I--

I supposed I could not have done worse.

There is still time.

Let someone ask me what I want.

To live with you in peace and love.

Do you have-- Do you have conditions for total surrender?

First, as did Caesar,

you will marry me according to Egyptian ritual.

That's not a condition. That's a reward.

You will declare, by your authority,

Caesarion to be king of Egypt,

and we will rule together in his name.

Happily granted.

You will cede to Egypt all the territories I have demanded.

You must,

if only to assert your-- your own authority and power.

Otherwise, inevitably, in time we will lose everything.

Can't you see that?

I can see nothing... but you.

I am no longer content to forgive Antony!

To marry this Egyptian according to their barbaric rites.

Meaningless under Roman law! Great Caesar himself--

Yes. Bit by bit Antony crawls behind his memory.

But tell us this, Germanicus.

Did great Caesar also toss one-third of the Roman Empire...

into Cleopatra's undoubtedly deserving lap?

Let it be known that the territories in dispute...

were subjugated by Julius Caesar.

There can be no question that the right to rule over them is the heritage of his son.

And in the name of the mighty Caesar,

I grant to King Ptolemy Caesarion that right.

And let it be known that the greatness of Rome lies not in what she takes...

but in what she gives.

"Rome's greatness lies in what she gives," he says,

then calmly gives what is not his.

And Cleopatra takes and will take more.

And war will come.

She knows and I know...

that war will come.

But I will not speak for it,

nor will I speak against Antony.

I must be forced into war.

The people of Rome must force this war upon me.

They must storm the doors of the Senate crying for it.

If we move quickly, the Romans will not know we have crossed the Mediterranean...

until we land in Greece.

You and General Rufio will start embarking the troops at once.

Yes, Your Majesty.

If it is decided to move our armies into Greece.

It has been decided.

My men do not... travel well by sea.

They fight on land. They move on land.

Your men will do as they are told, as mine will.

My men will do as they're told by me. They have not yet become--

They are still Roman.

However,

since I do as I'm told--

The final decision will, of course, be Lord Antony's.

And I'm sure that in time, he will make it. That is all.

It would be wiser, I think, not to disagree in the presence of our officers.

Your officers.

And what final decision have you decided I am to make?

Why do you oppose transporting our armies to Greece?

Because I do not want war against Rome.

One hundred thousand men led by Marc Antony.

Octavian is no fool. He won't fight.

He won't want to. He'll have to, instantly, on the spot where they land.

Rome will not declare war against you.

I do not agree.

I have not asked for your opinion.

Not for some time. Not since I doubted the necessity of building...

three hundred ships.

The way to prevent war is to be ready for it.

Have 300 warships ever been built for war without war?

We shall have what we want without it.

Your Majesty, please hear me.

I think we are very near the edge.

Strings are being pulled, and not by us.

We are being manage dandmaneuvered without our choosing.

The deputation sent on behalf of Lady Octavia,

chosen from the most highly revered men of Rome.

Why? They can take back to their people...

nothing but Lord Antony's--

Forgive me--

insulting and unnecessary divorce of her and his rejection of them.

It was done at my bidding. The responsibility is mine.

The doing was mine.

- What do you propose? - Let me go to Rome. Let me approach Octavian--

if possible, the Roman people-- and assure them that we want peace.

Go then. Go to Rome.

Sisogenes!

Take care.

He's very dear to you, that old man.

Your concern and worry are written all over you.

Forgive me, but it's a kind of love that you're showing.

Let them talk. Let them negotiate all they want.

Time is on our side. We can only grow stronger.

These walls must not believe their ears...

to hear such silence...

from the right,

from the left.

The call of the Roman people can be clearly heard,

yet the Roman Senate...

has no answer.

Shall we then just sit...

and listen?

There is not one of us, August Caesar,

that would not willingly make war upon Cleopatra.

But how...

without also making war upon Marc Antony,

loved by Rome and loving Rome?

" Loved by Rome and loving Rome."

I have here the last will and testament...

of Antony, who so loved Rome.

Read for your selves...

how dearly Antony loves you, loves Rome...

in this, his last will under his seal.

Only lately brought from Egypt...

and deposited in our holy temple at Antony's request...

by the distinguished Sisogenes.

An extraordinary mission for an extraordinary man.

So wise, so close to Cleopatra, so trusted by her.

Read in Antony's will...

at the end.

Commit to memory the last request of your beloved Antony.

It bears witness to his love for Rome.

When he is dead, it says,

when Marc Antony has died,

it is his wish to be buried...

in his beloved Alexandria!

- In Egypt,

among Egyptians,

beside his Egyptian whore!

Is what I say the truth?

Do I speak the truth?

- War! - War!

I hold before you the Golden Spear of War,

placed in to my hands without dissent...

by the command and will of the Senate of Rome.

And now it is you, the people of Rome, who must direct me.

Where is the enemy?

Where is Egypt? Show me the way!

No! No!

There!

There is Egypt.

And so once more, the Romans warred upon each other.

And just as Antony had foretold,

the forces of Octavian came to meet them...

on the spot where they landed,

which was at Actium, in Greece.

The action will begin with the rising of the sun tomorrow.

Your battle plan is very brave, very simple.

You might bring it off on land, but there are a hundred reasons to debate its wisdom on the sea.

I have an enemy who faces me on land with fewer troops, on sea with fewer ships.

Let him debate the wisdom of his position.

I have a happy choice-- to destroy him wet or dry. I have chosen wet.

And I think it best, Euphranor,

that you report to Queen Cleopatra aboard her vessel in the harbor.

There, if you like, you may point out to her...

the hundred reasons why my brave simplicity has failed.

In any case, you are relieved of your battle command.

This final commitment of yourself, your ships, of all of us...

to fight Octavian at sea; when did you decide, my lord?

Forgive me, Rufio. I had--

Canidius and I have worked very hard for many months.

We have organized and trained an army of almost 200,000 men...

from 20 different countries.

- They will not be wasted-- - Of which, tonight, some 20,000 foot soldiers and cavalry...

will be herded and whipped onto the decks of those ships,

to be dragged out to sea tomorrow, puking and afraid.

- Why, my lord? Why? - Because I have decided it will be so!

I would consider it an honor...

to fight beside Lord Antony at any time, anywhere.

Spoken like a Roman, Ramos.

And you shall fight at my side, in Rufio's place.

Rufio, you will remain with Her Majesty aboard her vessel.

- As you command. - Canidius, you will remain with the land forces,

cheering from the hilltop, if you like.

- As you command. - Exactly.

As I command.

You're all dismissed.

Antony.

What has happened?

To me?

You have happened to me.

Have our lookouts been given Octavian's insignia?

A golden eagle. We've had it in sight since sunrise--

By sunset we'll have those gold feathers.

Let Octavian know we are coming!

Let the enemy hear the voice of Antony's legions!

He's on his way. Signal my Lord Caesar's ship. Does it fly his insignia?

My orders are to be followed exactly as issued.

And may the gods grant that Antony has not changed his plan of battle.

There he goes,

as he's done a hundred times on land-- straight for the center.

If only it were on land, and we were there to protect his flanks.

But we're not.

This and all other dispositions are to be signaled to Admiral Euphranor...

aboard Queen Cleopatra's barge.

Euphranor! But surely he's in command of--

In command of moving toy ships on a painted ocean...

so that Egypt's queen can more clearly follow her war upon water...

to which she has committed Marc Antony and 20,000 Romans.

Just as he said he would.

Lord Antony and his escorts have moved out by themselves after Octavian.

- He's already broken through their center. - They let him through.

The Roman line will close behind him.

Not if we engage and hold them, as Antony said.

They won't engage. Agrippa will pull them back and back, behind Antony,

as Antony chases Octavian.

What reports do you have?

Lord Antony is already through the center of the Roman line, Your Majesty.

He is now deep within the Roman fleet, in pursuit of Octavian.

Faster! Faster!

They've increased their own speed, my lord. We're too heavy to catch them.

Then we'll slow them down.

Start the ballistas. Javelin throwers.

Aim high. Overshoot rather than under.

Ballistas. Javelins.

Ballistas!

Octavian's ships are so much faster than our Egyptian tubs.

Why doesn't Agrippa keep him away from Antony's ballistas?

Ballistas!

Ballistas!

Ballistas!

My lord! My lord!

A direct hit on the enemy. One bank of oars has been destroyed.

He's coming around broadside.

We've got him. Collision course.

We'll ram him, board and destroy him.

Octavian!

Octavian! No wis your time to be a Caesar.

- Where is he hiding? - My Lord Octavian is not on board.

And now we close the trap.

Now we hit my Lord Antony with everything we have.

No word of Lord Antony? By now he must have Octavian.

You, yourself, said he rammed Octavian's ship.

It may be Lord Antony rammed a ship flying Octavian's insignia, huh?

But if it is Octavian's ship-- If Octavian is on board--

And if Lord Antony finds and kills Octavian,

he is still surrounded by half the Roman fleet.

- Then send him help. - I've none to send.

They're pulling our ships apart now.

They've got Antony alone and cut off,

closing in on him like a pack of dogs on a wounded bear.

- Lord Antony's ship? - Gone.

- And Octavian's ship? - Burning, helpless.

Would you say, Admiral,

that Lord Antony is dead?

How is the wind for Egypt?

Fair.

We'll sail at once.

Man the oar-banks. Hoist anchor.

We sail for Egypt!

My Lord Canidius!

Remember always, that after the battle of Actium,

with Octavian dead and Antony dead,

you saw the victor...

sail away on her golden barge.

She's going. Cleopatra's going!

- Leaving me! - My lord.

My lord, our casualties are heavy. We have little armor left.

Our men need regrouping, someone to give them courage.

My lord, the dying are calling for you. The living need your help.

You can't leave them.

Listen to me!

Caesar, news! Great news!

Cleopatra is leaving the battle. Antony is following her.

We have won a great victory.

Weigh oars!

Her Majesty is most anxious to see you. Will you come below?

Perhaps if you wish to remain here, she will come to you.

Shall I send you food? Wine?

Her Majesty's orders.

She's afraid you might... harm yourself.

Please.

Octavian has crossed from Syria into Egypt.

He can be here in a matter of weeks.

There are two full legions here in Alexandria...

who have remained loyal to you.

They and their officers...

are waiting for you to command them.

If not to me,

won't you speak to Rufio at least...

or to anyone you choose?

Antony, just say what you want done and it will be.

It's been so long since you've looked at me. Don't turn away,

even like this,

with your eyes filled with hate.

How they burn with hate.

Why, Antony? Why?

Because I ran away?

They told me you were dead!

What... could I do?

Where could I go... in a world suddenly without you,

except to my son and my country,

Caesarion and Egypt?

I wanted to save them from Octavian.

You would have wanted me to go.

You would have commanded me to go.

Tell me you would have!

They told me you were dead.

They told me you were dead.

You were quite right.

I am dead.

The armies of my Lord Caius Julius Caesar are advancing even now,

without opposition, upon Alexandria.

Caius Julius Caesar?

So now Octavian has stolen all of the name.

My Lord Caesar wishes it to be known...

that he no longer has a quarrel with Cleopatra of Egypt.

Then let him take his armies out of here and go home.

He has charged me to say that the choice of war or peace now rests with Egypt.

And that for himself, he desires only peace.

And what are his terms for this unconditional peace?

A small token. A demonstration.

A gesture. An indication of Queen Cleopatra's good will and good faith.

What does Octavian want?

Marc Antony.

The, uh, head of Marc Antony?

Take this to him as my answer.

Egyptian generosity.

Octavian may have two heads for the price of one.

Either two... or none.

I've been told you come here to sleep.

- Not to sleep. - To pass the night then.

I'm not alone.

The, uh-- The old boy and I exchange memories of life.

It's like having a roommate, or should I say... tomb-mate?

If he were in your place, would I find Caesar here, do you think, hidden away,

wrapped in moonlight and end less self-pity?

Self-pity again! You repeat yourself! Find new reproaches for me.

Until now it has just been a part of your being drunk.

Singing sad songs for Antony.

Your time would be better spent, it seems to me, negotiating with Octavian.

Why did you not give my head to Agrippa? It would be no great loss to me.

Dying the second time is painless, they say,

and possibly a great advantage to you,

the basis, perhaps, of a great new alliance with Rome.

- I do not want a great new alliance with Rome. - Then what do you want?

I have come for Marc Antony.

What is left of his army, Rufio, my son and I,

all of Egypt are waiting for him.

There is little time.

Marc Antony?

There is no one here by that name... alive.

Time for what?

For Marc Antony to appear in shiny armor,

swords flashing in both hands?

Pfft, Agrippa. Pfft, Octavian.

Stand back! Rejoice! Marc Antony will save the day!

Antony, you say?

He died at Actium, running away.

He tried to run on the water, the story goes, but you were not there to hold his hand.

Rufio, my legions, waiting.

For what?

To ask of me what they carry in their eyes, in their hearts, in their sleep at night...

as I have in mine.

Why are you not dead?

Why do you live? How can you live?

Why do you not lie in the deepest hole of the sea,

bloodless and bloated and at peace with honorable death?

You... begged forgiveness from me for running away.

You wept and gave your reason. A mother to her child, a queen to her country.

Where and how can I weep and beg? From whom?

The thousands and thousands who can no longer hear me?

Shall I give my reason?

Shall I say simply... I loved?

When I saw you go, I saw nothing-- felt, heard, thought nothing except your going.

Not the dying and dead, not Rome, not Egypt,

not victory or defeat, honor or disgrace, friend, enemy, future or past,

only that my love was going and that I must be with her.

That my love, my master called.

And I followed.

And that only then,

I looked back...

and I saw.

How right you were.

" Have as your master anyone, anything...

but never love."

How wrong--

How wrong I was.

Antony, the love you followed is here.

To be had upon payment of an empire.

Without you, Antony,

this is not a world I want to live in,

much less conquer.

Because for me...

there would be no love anywhere.

Do you want me to die with you? I will.

Or do you want me to live with you?

What ever you choose.

Are we too late, do you think, if we choose to live?

Better too late...

than never.

My lady, there is disturbing news from the city.

The people are frightened. Some are beginning to leave their homes.

During the night, hundreds of notices were secretly posted everywhere.

They were found this morning stuck up in the marketplace,

even painted on the walls of temples and other holy places.

Signed by Octavian Caius Julius Caesar Augustus,

promising the Egyptian people peace if they surrender to him...

and destruction if they do not.

I've had all of the notices removed...

and I've ordered the death penalty for anyone who spreads the false rumors...

that Lord Antony's men might desert him.

And what penalty if the rumors might come true?

How do you know?

I know the Romans.

There is only one commander they will never desert.

His name... is Victory.

But yet,just now, you let Lord Antony go as if--

If you could have seen him, how proud he was,

unafraid,

as he used to be.

All of my attendants--

Have they been given their freedom? Have they gone?

Yes. They wanted once more to tidy up.

Octavian can do his own house cleaning.

The captain of the guards and three of his best men are to report to me at once,

disguised as merchants.

They are to escort Caesarion out of Egypt,

for the time being.

And you? Your Majesty, please reconsider.

There are two of Euphranor's ships, very fast, in the East Harbor.

And would you roll me on board in a carpet?

No.

There are no more Caesars to go to, at least not for me.

- Then it is still your intention to-- - To remain in Alexandria.

In the last possible place anyone would look.

Literally, the last possible place.

- Your Majesty, I have never questioned your decisions. - This is not the time to begin.

- Let me stay with you. - Charmian and Eiras will look after me.

If Lord Antony should--

When Lord Antony returns,

you will be here to tell him where to find me...

waiting for him.

Together, we will then do... what he thinks best.

Is that clear?

- Yes, my lady. - Was there anything more?

I have always loved you.

And I have always known.

Rome has never known such an army.

We should be taking on the combined powers of Asia.

It seems almost a waste of time to slaughter what's left of Antony's army...

- and what's left of Antony. - There will be no slaughter.

I doubt there will be even bloodshed.

Has a battle ever been won without a blow being struck? I wonder.

At any rate, let me make it clear once more.

I want Antony alive, and I want her alive.

She must be taken alive.

Queen Cleopatra's second procession into Rome will surpass her first.

The ring your father gave you,

it is yours now... to keep.

Wear it with pride and with honor.

I'm afraid. I know I shouldn't be.

Who told you that?

All kings and especially queens are afraid.

They just manage not to show it,

something ordinary people cannot do.

Hail... Antony!

- How near is Octavian? - Very near. Over that low ridge.

As it grows darker, the glow from his campfires will light up the sky.

Our troops must find it attractive to watch.

Inviting, even.

Antony's legions warm themselves at their own fires.

Yes. I could feel the warmth as I rode by.

- How many legions has he? - Twenty.

- And we? - Two. The 1 2th and one made up from--

Made up from what was left of the others.

As I remember it, Caesar held Alexandria with two.

How are they deployed? Rufio.

Cavalry to the left, cavalry to the right, infantry to the center.

Three elephants deployed to stamp out a fly.

My lords Octavian and Agrippa have all the strategic brilliance...

of two vestal virgins.

We can draw back here to softer ground, too soft for cavalry,

We can draw back here to softer ground, too soft for cavalry,

and make our stand against their infantry.

Stand? And let them stamp on us? No. Let the elephants stand.

We flies will bite and buzz and tickle.

At the first light of day...

while Octavian's glow still lights up the sky,

we will attack.

By sunset both our loyal legions will have grown larger...

and even more loyal, I promise you.

Good night.

Rufio, tell the guards, please,

- I am to be awakened just before dawn. - Of course.

And, Rufio,

if, for whatever reason, the guards should forget or misjudge the time,

will you, yourself, wake me?

The guards will wake you.

- But if they don't? - Then I will. Never fear.

I never fear.

Not anymore.

Rufio!

Rufio.

Fight!

Fight!

Fight!

Fight! Fight!

Why don't you fight?

Is there no one who would grant Antony an honorable way to die?

Before me,

this was carried by another Roman killed by Rome.

Another...

Caesar.

No.

We will have him.

We will have them both together.

Where is she?

Where is she?

Her Majesty said to tell you...

she can be found in the last possible place anyone would look.

Literally, the last possible place.

She might have waited.

Once more, it seems,

Cleopatra is out of reach...

and I must hurry after.

Throughout life...

and now beyond.

One woman, one love!

Nothing changes,

except life into death.

Will you help me?

- Help me to die, Apollodorus! - I want to! But I can't.

I've always envied Rufio his...

long arms.

The ultimate desertion--

I from myself.

Else how could I have missed what I must have aimed for all my life?

Will you finish me now?

Where is my sword? I beg you to finish me.

I lied to you. I let you think the queen is dead.

But she's alive in her tomb, waiting for you.

Cleopatra waiting?

There will be...

just enough time...

if you'll help me.

Perhaps, my lady, if we were to bind his wounds tightly--

It would only give him pain. Let him sleep.

Sleep.

Will you come tonight...

so that I can sleep...

the dark sleep?

They did meet, after all,

the lovers.

They will always meet.

Be lonely for me.

But not for very long, I promise.

I thought always I would die...

so well...

as becomes a soldier--

a soldier's death.

I lived always as I saw fit.

Unfittingly.

I would make it up, I thought, in death.

I expected--

I expected too much of me in death,

as in life.

Are you holding me?

Never so closely.

Even closer.

You and I will prove death...

so much less than love.

You and I, we will--

we'll make of dying...

nothing more than one...

last...

embrace.

A kiss...

to take my breath away.

There has never been...

such a silence.

Turn him over.

Strange people. Poisons that smell like perfume.

See if you can find more. Have it analyzed. Test it on one of the badly wounded.

My lord, they have found Queen Cleopatra.

She is locked in a building, that is to say, a tomb.

Hurry.

Oh, Marc Antony is with her, they say. He's dead.

- What? - Lord Antony is dead.

Is that how one says it?

As simply as that.

"Marc Antony is dead."

"Lord Antony is dead."

"The soup is hot. The soup is cold."

"Antony is living. Antony is dead."

Shake with terror when such words pass your lips,

for fear they be untrue and Antony cut out your tongue for the lie.

And if true,

for your lifetime boast...

that you were honored to speak his name even in death.

The dying of such a man...

must be shouted,

screamed.

It must echo back from the corners of the universe.

Antony is dead!

Marc Antony of Rome...

lives no more!

You need not to lower your head before Caesar.

I never did.

But if he was here, I would be happy to

I am Caesar.

If it pleases you, Octavian.

Look at me!

If it pleases you

After all this time and all what has happened,

I suppose you are still beautiful.

In a way.

You flatter me.

My interest is inpersonal.

Should you have any intention - Now you flatter yourself.

The fighting is over.

Your country, your possessions and you are mine by right of conquest.

I will permit you to rule Egypt as an Roman province and return your possessions.

There is one condition. You will first accompany me to Rome.

Behind your (cherried?) - Look at me!

Would the proud citizins of Rome wait for hours in the hot sun,

to see my dead body dragged through the Forum?

I will have you closely watched.

Octavian,

when I am ready to die,

I will die.

And what if I promised no harm will come to you,

that you will be returned safely to Alexandria?

Look at me!

What more could you ask?

You have not spoken of my son.

Your son?

I'd forgotten him. Where is he?

Safe.

If I go with you to Rome,

would you permit my son to rule Egypt?

And his sons? And theirs?

I will do everything I can.

Do I have your word as a Roman emperor and god?

Yes.

- When will you require me to go? - As soon as possible.

At the moment I am very tired and would like to rest. If you will leave me now.

Do I have your word...

that you will not harm yourself in anyway?

I swear it...

on the life of my son.

Must the guards remain inside?

I have sworn, after all,

on the life of my son.

- And now I must make ready to go. - There's little to do.

First I shall want something to eat.

Something to sustain me on my way.

- Some fruit perhaps? - Bring it to me.

Charmian.

You then, Eiras.

You have never been without us. You cannot leave us behind.

Perhaps...

there may be enough for us all.

Bring me a tablet to write on.

I shall want a message brought to Octavian.

Words are wasted on such a man.

I've wasted so many on so many men.

A few more, one last request.

Will he grant it, do you think?

I may never know.

But in this case,

I think I shall.

I will serve Her Majesty as always.

It is I who have always served her.

You will both wait...

to dress me for my travels.

I will wear--

I want to be as Antony first saw me.

- The dress of gold. - He must know at once,

even from a great distance,

that it is I.

This will be the last thing you do.

Drop this to one of the guards outside for Octavian.

But be sure to wait.

Now let me see if the figs are as they should be.

The taste of these, they say, is sharp...

and swiftly over.

How strangely awake I feel,

as if living had been just a long dream.

Someone else's dream,

now finished at last.

But now...

will begin...

a dream of my own...

which will never end.

Antony.

Antony, wait.

From the Egyptian queen, my lord. A message for Caesar.

Read it, Agrippa. Whatever she wants will be granted upon her arrival in Rome.

We will discuss it as she walks beside my chariot.

What is it?

"My one wish, which I implore you to grant,

is to be buried at the side of Antony...

and to remain there until all things end."

Was this well done of your lady?

Extremely well,

as be fitting...

the last of so many noble...

rulers.

And the Roman asked,

"Was this well done of your lady?"

And the servant answered,

"Extremely well,

as be fitting the last of so many noble...

rulers."