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| Episode cast overview, first billed only: | |||
| Terrence Howard | ... | Lucious Lyon | |
| Bryshere Y. Gray | ... | Hakeem Lyon | |
| Jussie Smollett | ... | Jamal Lyon | |
| Trai Byers | ... | Andre Lyon | |
| Grace Byers | ... | Anika Calhoun | |
| Gabourey Sidibe | ... | Becky | |
| Ta'Rhonda Jones | ... | Porsha | |
| Serayah | ... | Tiana Brown | |
| Xzibit | ... | Shyne Johnson (as Alvin 'Xzibit' Joiner) (credit only) | |
| Rumer Willis | ... | Tory Ash | |
| Terrell Carter | ... | Warren Hall (credit only) | |
| Andre Royo | ... | Thirsty Rawlings | |
| Taraji P. Henson | ... | Cookie Lyon | |
| Forest Whitaker | ... | Eddie Barker | |
| Nicole Ari Parker | ... | Giselle | |
Cookie and Lucious fight to keep Empire in the family, as they prepare a livestream concert to crowdfund the amount needed to overtake Eddie's plans. Meanwhile, the success of Jamal's new Anonymous group climbs; Hakeem brings Haven (guest star Cassie Ventura) to the showcase to make Tiana jealous; and Andre is put to the test and must decide between the family or his career.