Directed By: Miguel Sapochnik / Written By: David Benioff & D.B. Weiss

Original Airdate: May 24, 2015

At Castle Black, Jon Snow, Tormund Giantsbane and a few Rangers head north of the Wall while Master Aemon has reached the end of his days. Further north, Stannis Baratheon and his army face the ravages of winter and Davos Seaworth recommends they return to the Wall. At Winterfell, Sansa Stark begs a terrified Theon Greyjoy to help her escape, however, he proves an inadequate ally. In Meereen, Daenerys Targaryen gets unexpected advice from Daario Naharis while Tyrion Lannister and Jorah Mormont are sold into slavery. In King's Landing, Olenna Tyrell calls on the High Sparrow to seek her grandchildren's release but gets no satisfaction. In Dorne, Jaime Lannister visits his daughter Myrcella Baratheon who makes it clear that she has no intention of leaving.

main cast

castle black

During heavy snowfall, while Lord Commander Jon Snow prepares for his departure from Castle Black, Tormund Giantsbane is released from his chains in the courtyard by Eddison Tollett. Ser Alliser Thorne witnesses with contempt, as does young Olly. Alliser then curtly informs Jon that it is his duty to inform the Lord Commander that his mission in saving the wildlings at the coastal village of Hardhome is reckless and an insult to all of the Black Brothers who have died fighting against their enemies. Jon passive-aggressively thanks Thorne for his honesty and before departing with Tormund and a group of rangers, Samwell Tarly gives the Lord Commander a dragonglass dagger. He reminds Jon of their effective use against the White Walkers. Samwell, however, states that he hopes Jon doesn’t need to use the weapon.

Following Jon’s departure, Samwell and Gilly both sit beside a dying Maester Aemon, who has become bedridden in his weakened state. Gilly brings her baby Little Sam for Aemon to hold, which brings joy to the old maester. Aemon happily notes that her son has a laugh that reminds him of his younger brother “Egg,” King Aegon V Targaryen, when he was a baby. In a moment of clarity, Aemon then gravely warns Gilly that she and her son must leave the Wall while they still can, before winter comes and the White Walkers with it. Sam and Gilly continue to stay with Aemon as his condition steadily deteriorates during the night, and he fades in and out of consciousness. In his delirium, Aemon calls out to his deceased brother “Egg” as if he was in the room with him. Gilly urges Samwell to get some sleep while she watches over Aemon, as she predicts that he'll have to speak for Aemon during his funeral tomorrow. Despite Gilly’s insistence, Sam asserts that he is going to stay with Aemon until he passes, as the old maester has always been good to him. Aemon then wakes up delirious from his dream, still lost in memory from his youth: he calls out to “Egg,” and tells his brother that he had a strange dream that he was an old man. Some time later, Maester Aemon passes away and soon afterwards, in the courtyard of Castle Black, Samwell eulogizes Aemon before lighting his funeral pyre, stating that no man was ever wiser, gentler or kinder. Samwell then declares for all to hear that, as a Targaryen, he was the blood of the dragon, “but now his fire has gone out… and now his watch is ended". After Sam and Thorne light Aemon’s pyre aflame, Thorne quietly warns him that one by one, Samwell is losing all his friends.

Later that evening, in the common area, Gilly is sorting her clothing when she is joined by two Black Brothers. The pair make advancements towards her, calling her a “beauty from beyond the Wall.” Disregarding their presence, one of the brothers asks where she is going and enquires if she finds them more attractive than the “fat man,” Samwell. The second brother then ponders aloud if Gilly is only pretty to them because she is the only girl at Castle Black. As they proposition her for a kiss, Gilly asks to be left alone, however, they continue in their persistence. When Gilly tries to get past them in order to exit the room, one of the brothers forcefully knocks her laundry basket to the ground, as they both then corner her. They inform Gilly that there is no need for her to be rude and are only after a “little affection”. As tensions rise, Samwell and eventually Jon’s direwolf Ghost come to her rescue just in time. In the process of saving Gilly, however, Sam is badly beaten by his fellow brothers. Following their encounter, in Sam’s quarters, Gilly tends to his multiple facial injuries. Still in grief over Aemon's death, as well as thankful and impressed by Sam defending her, Gilly climbs on top of him and they proceed to have sex for the first time.

dorne

In the Water Gardens of Dorne, Prince Doran Martell has his bodyguard Areo Hotah bring Princess Myrcella Baratheon to her “uncle” Jaime Lannister in the quarters where he is confined, as Jaime is concerned for her safety. When she enters she takes a long look at Jaime and comments that he looks different from when she left King’s Landing years ago, noting that he had more hair. He sarcastically retorts that he also had more hands. Jaime apologizes for the attack on Prince Trystane Martell and that it wasn’t intended to happen that way. Displaying a somewhat more critical mind than her brothers, Myrcella is suspicious about Jaime's "diplomatic mission" to bring her back to the capital, to which Jaime only replies that there are "complicated matters" involved. Myrcella flatly refuses to return with him, stating her intent to marry Trystane. When Jaime mentions that he doesn’t understand her refusal, she abruptly responds in saying that he doesn’t know her, as she leaves the room.

Meanwhile, the imprisoned Ser Bronn is singing “The Dornishman's Wife” in his prison cell, while in the adjoining cell, the Sand Snakes listen with a mix of annoyance from Obara and  Nymeria Sand and amusement from Tyene Sand. After Bronn finishes, the two parties trade barbs, and Tyene then inquires about Bronn's arm, which she cut with her daggers during their fight in the Gardens. The two begin to talk about Tyene's beauty, which Bronn initially dismisses as “the most beautiful” until she begins to disrobe and exposes her breasts, teasing him. Bronn stares intently, his face firmly pressed against the cell bars during their back and forth. However, as he begins to renege on his previous dismissal of Tyene as the most beautiful woman, Bronn's nose then starts bleeding and his vision blurs as he collapses. Tyene reveals to the suddenly feverish Bronn that her daggers were coated with a slow-acting poison and her attempts to seduce Bronn were to get his heart pumping faster, thereby allowing the poison to act quicker. She points to an ampoule on her necklace, which contains an antidote for the poison, but only offers to give it to Bronn on the condition that he agrees that she is the most beautiful woman in the world. Growing weaker, Bronn barely manages to reply affirmatively but as he does Tyene then tosses the ampoule to a relieve him. After he drinks the antidote, which alleviates his symptoms quickly, Tyene smiles at him and remarks that she finds him handsome as well.

the north

At Winterfell, Reek brings food to Sansa Stark as she then begs him for help, telling him how she has been locked in her bedchamber since her wedding and is visited by Ramsay Bolton every night, who forces himself on her. However, Reek reminds Sansa that she is Ramsay's wife now and merely tells her to do what he says or else he will hurt her. Sansa protests that because Ramsay hurts her every night she finds it hard to believe that it could get any worse but Reek warns her that it can. Sansa then asks what Ramsay did to break him to such an extent but when he tries to flee, Sansa grabs him by the wrist and angrily reminds him of his betrayal to House Stark, making him apologize profusely. Sansa tells him he can redeem himself by lighting a candle in the broken tower in order to signal the Starks' allies she was told about. Though Sansa addresses him as Theon throughout this conversation, Reek keeps repeating his new name, forcing Sansa to grab him by the face and look him directly in the eye. She insists that his name is Theon Greyjoy, the only surviving son of Balon Greyjoy, and this initially seems to get through to him for a time. Theon then enters the courtyard during a heavy storm and trudges through the snow with the candle, up a flight of stairs and instead of heading to the broken tower he enters Ramsay’s room. Meanwhile, Brienne of Tarth patiently looks out from a distance at the broken tower from the local inn at Winter Town.

Later, Sansa is taken to see Ramsay on the ramparts, which are still under construction. While he is distracted, Sansa grabs a workman's tool lying on a nearby barrel and pockets it. Ramsay speaks of his thoughts on how they will easily defeat King Stannis Baratheon’s army since their soldiers, unlike Stannis', are trained to fight in the snow, and how he'll one day be the Lord of Winterfell and the Warden of the North. Sansa then reminds him of the unborn baby of Walda Bolton’s, who, if a boy, will have a stronger claim on the North since he'll be a true-born. Ramsay tells her that he is Roose Bolton's eldest son, legitimized by King Tommen Baratheon, who Sansa reminds him is another bastard. Ramsay is obviously angered by Sansa's remarks, but doesn't act on it, simply stating that bastards can rise in the world too, informing her of her half-brother Jon Snow’s appointment as Lord Commander of the Night's Watch. Ramsay then brings up the reason why he summoned her, and shows her the crucified and partly flayed corpse of the old woman who promised to help Sansa if she lit a candle in the broken tower. Ramsay then reveals to Sansa that Reek, who seems miserable to have squashed Sansa's only hope of an escape, came to him and told him everything. Sansa chokes back tears as a gleeful Ramsay orders his men to take her back to her chamber.

Elsewhere in the North, Stannis Baratheon’s troops make camp during a violent snowstorm as they continue their march towards Winterfell. Ser Davos Seaworth meets with Stannis and informs him that forty horses died the previous night and more will die come sunset. He also reports that the Stormcrows, a sellsword company, have fled during the night. Davos thinks that they should go back to Castle Black and wait out the weather since they do not have enough food, but Stannis stubbornly tells him that they will not retreat to Castle Black because he will not risk being known as the “King Who Ran". As winter will soon arrive, they also run the risk of being stuck at Castle Black for years, during which the Boltons will regain their strength. Seeing no other way to convince King Stannis otherwise, Davos leaves. Stannis then asks Melisandre if she is sure of their victory at Winterfell. Melisandre assures him, reminding him that he also saw the vision of his victory in the flames. However, as his faith has been waning, Stannis informs Melisandre that he is not so sure what he saw anymore. The priestess reassures him that her visions will come true but also states that a sacrifice, “one with King's blood,” must be made in order to ensure their victory, implying that they sacrifice his daughter Princess Shireen Baratheon. Stannis is infuriated by the suggestion and orders her to leave.

meereen

Outside the city walls of Meereen, following their capture, Ser Jorah Mormont is sold by slave trader Malko to Yezzan zo Qaggaz. In desperation, as to not be separated from Ser Jorah, Tyrion Lannister attempts to convince Yezzan to also purchase him as well and then viciously beats his captor with his own chain to prove his worth. Yezzan eventually relents and purchases Tyrion as well, but mostly for his comedic value. Together, in chains, Tyrion and Jorah head for the fighting pits of Meereen. Meanwhile, that evening, inside her chambers in the Great Pyramid, Daenerys Targaryen and Daario Naharis discuss her impending marriage arrangement to the slaver’s son Hizdahr zo Loraq. Daario alternatively suggests that she marries him instead of Loraq but Daenerys rejects this idea stating that she cannot simply do what she likes without regard for the city. Daario then ironically points out that she is the only person in Meereen that isn’t free. He then advises Daenerys that on the day the fighting pits are re-opened, she should gather all of the masters in Meereen, Yunkai and Astapor and slaughter them. Daenerys is reluctant to do so, as she believes it will give her the reputation of a butcher, to which Daario replies that "all rulers are either butchers or meat".

The following day, the slaver Yezzan zo Qaggaz takes his fighters, who now include Ser Jorah and Tyrion, to test them in the lower pits of Meereen and seek out those who are worthy to fight in the Great Pit of Daznak come the day of it’s re-opening. While Jorah and Tyrion remain in the wings behind the pit, outside the fighting commences in front of a reluctant Daenerys, as Hizdahr has convinced her that Meereen's ruler occasionally makes the rounds to the lower pits ahead of the main tournament. Daenerys is visibly uncomfortable at the violent butchery before her, and gets up to leave, though she is convinced to stay by Hizdahr. Ser Jorah decides to enter the pit early, upon realizing that Daenerys is watching. Yezzan tries to berate Jorah for jumping in early but Jorah elbows him the face. Jorah then quicky and easily defeats the other fighters without killing them, and reveals his identity by removing his helm. Daenerys’ impressed expression her face swiftly twists into a scowl as she then orders him to be taken away. Before the Unsullied can comply, however, Ser Jorah declares that he brought her a gift, as Tyrion Lannister enters the arena and reveals his identity to the astonished dragon queen.

king’s landing

Meanwhile, in King’s Landing, Lady Olenna Tyrell meets with the High Sparrow inside the Great Sept of Baelor in order to discuss the imprisonment of her grandchildren, Ser Loras and Queen Margaery Tyrell. Although they briefly bond over the infirmities of age, Lady Olenna demands that he release them, however, he declines, stating they will be punished for their crimes. The High Sparrow tells her that the laws that uphold the Faith of the Seven must be applied to everyone equally. Olenna first tries to bribe him, but learning that he cannot be bought, threatens to end the  support of House Tyrell throughout the capital by ending shipments of food. Despite this threat, the High Sparrow is unfazed, remarking that the nobility of Westeros have forgotten they are outnumbered by the common folk and tells Olenna to ponder what happens when the many stop fearing the few. Returning to her palanquin outside of the Sept, Olenna receives a letter bearing Lord Petyr Baelish's seal.

In the Red Keep, a frustrated King Tommen Baratheon rails over his inability to help his wife, Queen Margaery. He wants to start a war for Margaery, declaring his love for her to his dumbstruck mother, Cersei Lannister. To maintain control of the situation, she offers to speak with the High Sparrow for him and promises to advocate for Queen Margaery and Ser Loras' release. Although clearly suspicious, the still-overwhelmed Tommen agrees.

Meanwhile, Littlefinger meets with Olenna Tyrell in his ransacked brothel, where he has summoned her by his letter. The pair share a tense conversation as Olenna reminds him of the role they both played in the late King Joffrey Baratheon’s murder, and that, should House Tyrell fall, she will have no reason to keep his involvement a secret any longer. Littlefinger then explains why he has returned to King's Landing - he dared not refuse Cersei's summons, and was obliged to give her information. He informs Olenna that he will give her the same thing that he gave Cersei: a handsome young man — implied, in this instance, to be one of the leading Sparrows, Ser Lancel Lannister.

In the prison cells beneath the Great Sept of Baelor, Cersei meets with Queen Margaery and brings her food. Margaery refuses, however, revealing that she knows her mother-in-law is responsible for having her and Loras imprisoned. Cersei, fearful of being overheard, denies this. Margaery then mocks Cersei for her unconvincing lies of trying to save her, going as far as to say that while she knows how to lie and scheme, she doesn't understand innocence and decency well enough to fake them. Margaery adds that she suspects this is exactly why King Tommen loves her and was willing to send Cersei back to Casterly Rock. Cersei, concealing her fury, tells Margaery her trial will soon begin and that her son needs his mother more than ever. Margaery throws the stew at Cersei, and yells at her to get out. Cersei leaves the cell, smiling smugly at Margaery. On her way out, a still gleeful Cersei meets with the High Sparrow in a chapel that predates the Great Sept. The pair briefly discuss the legal process that Margaery and Ser Loras will face. As the conversation goes on, however, it's clear that the High Sparrow is about to turn the tables on Cersei herself. When her cousin Lancel Lannister appears, whom she slept with multiple times in the past, Cersei realizes what is about to happen, and her triumphant smile begins to crack. The High Sparrow has an irate Cersei taken into custody by a group of Septas who ignore Cersei's threats and lock her in a cell.

*Episode descriptions from GOT Wiki