Immediately following the murder of Cardinal Orsini, Micheletto (Sean Harris) informs Cesare (François Arnaud) that there is also a plot against his family.
They arrive at Cesare's home to save his mother and sister, Vannozza (Joanne Whalley) and Lucrezia (Holliday Grainger).
Later, Cesare meets with his father, the Pope (Jeremy Irons) and Cardinal della Rovere (Colm Feore), who tells them Orsini was killed by poison.
Meanwhile, the Pope makes use of a tunnel constructed by Cardinal Orsini, between his palace and the Vatican, has sex with Giulia Farnese, and commissions a painting of her.
When Lucrezia tells her mother of her encounter with Giulia, and that the Pope had commissioned a painting of her, Vannozza meets with him the following day to accuse him of taking Farnese as his concubine.
Micheletto speaks with a young maid working in Orsini's palace, who claims she witnessed the Pope entering Giulia's bedchamber.
The Pope visits with Burchard to discuss expanding the College of Cardinals by 13, and puts him to work on finding a precedent for an expansion of that size.