The transition from The Roman Republic to The Roman Empire and the end of the Ptolemaic kingdom of Egypt told by Julius Caesar, Cleopatra VII, Mark Antony and Gaius Octavius (48-30 BC).
Tropes:
- Artistic License – History: As always, Cleopatra is dressed in a way that evokes Ancient Egypt's older dynasties (such as a snake headdress and Heqa and Was scepters) instead of Ptolemaic regalia.
- Baby Factory: Cleopatra expects her lovers to leave her heirs anytime she has an affair in order to consolidate her power. Over time, she starts to realize this might not be that bright of an idea.
- Creative Closing Credits: A set manager finds the corpses of Mark Antony and Cleopatra and her two maids and complains, and then he gets scared by the venomous snake the latter three used to kill themselves.
- Death by Materialism: The death of Crassus (by having melted gold versed in his mouth, the irony being he was quite a greedy bastard) is brought up. Caesar laments what a waste it was... he meant a waste of gold, of course.
- Double Entendre: Cleopatra tells how Caesar went on a cruise on the Nile with her, visiting the Valley of the Kings... and the "Valley of the Queen".
- Dude, Not Funny!: While Octavius and Agrippa are scheming against Mark Antony, Agrippa laughs at Mark Antony's defeats and Octavius starts talking about how his sister Octavia and the daughter she's had with Mark Antony was eventually rejected by the latter. Agrippa keeps laughing, and Octavius tells him to stop.
- Playing Sick: Octavius justifies his inability to directly command military troops and his initial failures with "I was sick...".
- The Stinger: The souls of Cleopatra and her maids are taken to the Egyptian underworld by Anubis. Cleopatra expected Greek or Roman gods, but Anubis reminds her that she's the queen of Egypt. And Anubis replaces Horus on that duty... because Horus is on a day off.
- Stock Sound Effects: The "Wilhelm Scream" can be heard when Octavius talks about The Purge that was carried out by his new Triumvirate.
- Unfortunate Names: Cleopatra's full name, "Thea Philopator", means "Who Loves Her Father". Cue a sigh from her.
