Octavian exits his tent to address his assembled men, all sixty or so, filmed a few at a time so that it looks like they fill the whole camp. They stand there silently, waiting. Octavian gives a rather anemic speech, complete with stiff, awkward hand gestures. Whatever enabled this guy to raise and lead an army, I'm sure it wasn't charisma. Even the soldiers listen dutifully and politely rather than raptly. "We have saved the Republic from those who threatened her," says Octavian. "Rome is now in our debt. And we are owed a great deal of money. So while Antony drags the remnants of his men to the frozen north, I thought we might head south to Rome. What do you say? Is it time to tell the Senate to pay up?" Not surprisingly, the soldiers think it is. Octavian seems relieved that his men are actually human beings and not just cardboard cutouts.

A much more ragged assembly is making its way up the road into the hills. Ah, so this is what a Cisalpine looks like. I've always wondered. Pullo rides along the loosely formed column of refugee soldiers, shouting Vorenus's name. Finally, the man himself turns his bloody face to his old friend and snarls, "What are you doing here?" Pullo wastes no time, blurting, "Your children are alive." Vorenus just looks at him. Ever see somebody scowl in shock? I have now.

Looks like Antony's army has picked a spot to bivouac, if I understand that word correctly. Antony is multitasking, getting a slash in his right shoulder stitched up while receiving a casualty report from one of his tribunes. There's really no good news here. The bottom line is that Antony's had eight thousand men killed. Standing next to Antony, Posca reels in shock. "Oh, do cheer up," Antony tells him. "You're still alive, aren't you?" Posca hopes so: "If this is the afterlife, it is extremely disappointing." Posca hits his accent extra hard on that line to make it funny, and it almost works. Antony gives orders to redistribute the surviving men among the remaining cohorts, saying that he wants to head north and establish a base camp in the mountains before the snow flies: "And Tribune, don't look so damn grim, eh? Set an example." The Tribune apologizes, cracks a sickly grin, and heads off to carry out Antony's orders. Antony bitches at his medic: "Are you stitching me up or making a dress? Hurry up, man!" I imagine there are quite a few posters who would buy a dress made of Mark Antony, no questions asked. Posca questions the wisdom of a base camp in the mountains for the winter, and wonders if they shouldn't think about offering terms while they still have some army left. Antony won't hear this "fucking slave talk," but even he doesn't know what his next move's going to be after reaching the mountains. "I'll think of something," he bluffs, and then yells at his medic some more. Don't tell me he's having that done without Novocaine!