- Cesare learns that Ursula and others at the convent have been slaughtered by the French, and he plans revenge as the Pope organizes a coalition to attack the retreating French.
- The Pope salutes Vittoria's clever deception of the French and Cesare urges him to build real cannons for the next time. Cesare races to the convent when he learns that Ursula Bonadeo has died after an attack by the French. Cardinal Sforza suggests that his cousin, Ludovico of Milan, may have a plan to defeat the French. Ludovico proposes that the combined armies of Rome, Venice and Milan meets the French in battle on the field of honor, led by the Duke of Mantua. The Pope agrees but Cesare believes he has a different way of fighting the French. He organizes a small band of men who can attack in the dead of night and then disappear. The prisoners they capture tell him why they attacked the convent. On the night prior to the battle, Cesare and his small band manage to destroy the French supply of gunpowder thereby neutralizing their artillery. Back in Rome, Giulia Farnese advises the Pope of a great many discrepancies with the funds that were destined to the poor. At Giulia's suggestion, she and Lucrezia recruit Lucrezia's mother, Vanozza Cataneo, to their cause.—garykmcd
- With the ailing king Charels's French army retreating homebound, a Northern Italian alliance including the turncoat Sforza and Venice, commanded by Mantovan duke Gonzaga, plans to fight them. The pope hopes each side will gravely weaken the other and offers his support to either, ultimately selling his blessing to Gnzaga for the whole loot. Cesare however wants bloody revenge for his former mistress who was raped and killed in a convent raided by Gascon scouts, redoubted plunders. He makes Micheletto recruit fellow mercenaries, who capture the Gascon band. Under torture, they betray the French's weak spot: the gun powder for its still invincible artillery, an ideal sabotage target. Meanwhile the shocked cardinals must hear the papal loco, Lucrezia, like her mother recruited by mistress Farnese, expose and challenge corruption is the Roman curia at the needy's expense, with some result.—KGF Vissers
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