Directed By: Alan Taylor / Written By: David Benioff & D.B. Weiss

Original Airdate: May 20, 2012

Theon Greyjoy’s sister Yara arrives at Winterfell with reinforcements but he still can't seem to earn her respect and learns that his father wants him to return home. North of the Wall, Jon Snow had been taken prisoner by wildlings after Ygritte tricks him. At Harrenhal, Arya Stark identifies the last of the three lives Jaqen H'ghar promised her for saving him. At his camp, Robb Stark is dismayed at the deal his mother Catelyn has made with Jamie Lannister and places her under arrest. Stannis Baratheon and his army approach King's Landing from the sea as Tyrion Lannister plans for the defense of the city. Meanwhile, Tyrion also realizes that he must take steps to protect his lover Shae’s identity after a close-call with his sister Cersei.

main cast

beyond the wall

Beyond the Wall, Ygritte leads Jon Snow across a glacial lake to meet with a wildling leader called the Lord of Bones, who orders him executed. Bones explains that he’s already captured Qhorin Halfhand and doesn't need two "crows" for questioning. Ygritte then convinces him to spare Jon because of his Stark blood. In private, Jon asks Qhorin where the other men are, and Qhorin informs him that they turned back to look for him when he didn’t return. Qhorin then informs that the wildlings found them while they were tracking Jon. Jon realizes that the others died because of his actions as Qhorin tells him to make sure that they did not die for nothing. Later on, the wildlings lead their prisoners across a stony ridge and Qhorin seizes the opportunity to talk to Jon again, informing him that their king, Mance Rayder, is going to march on the Wall and suggests that an infiltrator within his army will be worth a thousand men fighting against it. Jon says that they will never trust him as Qhorin ominously suggests that they might if Jon does what needs to be done, much to Jon’s confusion. Qhorin then provokingly picks a fight with Jon and pushes him down a slope.

Meanwhile, the great ranging of the Night’s Watch maintain their camp at the Fist of the First Men. Samwell Tarly, Eddison Tollett and Grenn are digging latrines as Sam stares out at the distant Frostfang mountains and wonders aloud where Jon is. Eddison, somewhat insensitively, assumes his death but Samwell refutes the assertion, citing Jon’s skill as a warrior, adding that Jon has a Valyrian steel sword and is with Qhorin Halfhand, the greatest ranger alive. Edd counters that great rangers do not get old, nor do bad ones. He insists that it is the mediocre rangers who last a long time. When Grenn’s spade suddenly strikes stone, he pushes back the snow to reveal a carved stone tablet. Samwell recognizes it as being made by the First Men and asks Grenn to help him to lift it. Grenn pushes it back to reveal a black bundle, as Edd warns them that it is best to leave things you were not supposed to find alone. Samwell then recognizes the bundle as being a Night’s Watch cloak while Grenn informs that it has been there a long time and opens it up. Inside the bundle they find a cache of black stone weapons and a carved horn. Samwell realizes that the weapons are made of dragonglass, a form of volcanic glass. He adds that maesters call it “obsidian.” Grenn wonders why a Black Brother would leave the cloak there, as Edd sarcastically notes that they would have wanted someone to find it.

qarth

Across the Narrow Sea, Daenerys Targaryen, Jorah Mormont and Kovarro take refuge in a disused courtyard in the city of Qarth. Jorah warns Daenerys to stay away from a barred doorway because Xaro Xhoan Daxos and the warlocks will be looking for them. He reports finding a suitable ship with a good captain and says that it is sailing for Astapor the next day but Daenerys balks at the suggestion. Jorah insists that they cannot stay in Qarth, however, Daenerys refuses to leave without her dragons, referring to them as her children. Jorah declares in frustration that they are not truly her children and that dragons can never be children. A hurt Daenerys angrily tells him to go to Astapor to safety, turning away from him. Jorah then states that he would die for her and will never abandon her, asserting that he is sworn to protect and serve her. Daenerys tells him to do so by taking her to the House of the Undying, though a cautious Jorah warns her against doing what Pyat Pree wants, fearing a trap has been set in place. When Jorah adds that the warlocks magic is strong, Daenerys reminds him of her own magic. The magic that hatched her dragons when stepping into the funeral pyre of Khal Drogo while the witch Mirri Maz Duur burned alive. Jorah insists that he will remember that moment until his last breath, even after forgetting his mother’s face. Daenerys softly caresses his cheek and reminds Jorah that she cannot have children of her own, she believes that the dragons are the only children she will ever have. She asks him to take her to them.

BLACKWATER BAY

Aboard his flagship, King Stannis Baratheon’s fleet sails along Blackwater Bay, closing in on King’s Landing. Davos Seaworth, on board with his son Matthos, approaches Stannis to report that they will reach the capital in a day if the wind holds. When Stannis asks him if he believes the wind will hold, Davos asserts that he ‘can’t make promises for the wind.” Stannis then compliments Davos on the way he’s handled the snobbery of the highborn, adding that Davos was clever to claim the name “Onion Knight” for his own by taking the onion for his sigil. Davos informs him that it is because he is the son of a crabber. Stannis complains that he and Davos were forgotten during Robert's Rebellion while King Robert and Eddard Stark were regarded as glorious heroes as they marched from battle to battle liberating towns from the Mad King. He asserts that his action of holding Storm’s End with just five hundred men was ignored an achievement. Davos insists that no one has forgotten but Stannis counters that Robert did, referencing the King granting Storm’s End to his younger brother Renly after the war despite Renly not fighting. He continues to lament stating that he did what Robert asked because Robert was his older brother as well as the King and that he has always done his duty. Stannis then asserts that he is now the rightful king by the laws of Westeros and asks Davos to be his Hand of the King when he sits the Iron Throne. Davos hesitates, kneels and accepts. Stannis dryly says that he expects that Davos will be the first crabber’s son to wear the badge. 

king’s landing

As the capital make preparations for war, Tyrion Lannister turns to books for insight into siege defense tactics. However, Bronn warns that the grim realities of a siege can’t be understood from reading, elucidating that starvation is the great killer of a siege and that food becomes the most valuable commodity. He says that if things are bad enough the poor will turn to cannibalism, while the rich will give away their valued possessions in exchange for simple provisions. He says that the thieves prosper most in a siege. Lord Varys agrees that extreme measures are warranted under the circumstances. Tyrion reaches for a map and says that Stannis knows King’s Landing, predicting Stannis will use his insight to find their weak point and chooses the Mud Gate as the likely point of attack. Tyrion says that it will be desirable to Stannis because it is weak to battering rams and only fifty yards from the shore. Varys asks what they plan to do to defend the weak spot as Bronn jokes that they could throw books at Stannis’ men. Varys then asserts that they do not have that many books as Bronn retorts that they don’t have many men either. Varys asks Tyrion what they do have and Tyrion responds “pig shit”, alluding to what Bronn had once called wildfire in front of the alchemist Hallyne.

That evening, Tyrion eats dinner with Cersei in her bedchamber as his new squire Podrick Payne serves him wine. After learning that King Joffrey is keen to fight in defense of the city, Cersei is furious as Tyrion calls it an inspiration for their troops. Tyrion also notes that there are boys younger than Joffrey that will be fighting Stannis’ force. She reminds him that he sent her daughter Myrcella to Dorne and then accuses him of wanting to send Joffrey to die as Tyrion insists that Joffrey needs to be on the battlefield because the men will fight better if they can see their king fighting beside them. He says that Joffrey must fight instead of hiding behind Cersei’s skirts. With this Cersei chooses to reveal that she has captured his whore. Fearing for Shae, he masks his worry and then asks why she cares who he sleeps with. Cersei says that Tyrion’s lover is beautiful and compliments her body, adding that the bruises she has inflicted will heal with time. Tyrion asks where Cersei found her as she criticizes him for giving her a Lannister lion necklace. Tyrion realizes she has the wrong girl, as he has never given Shae a necklace, but now remembers who has received one, just as the Kingsguard escort a bruised Ros into Cersei’s chambers. Tyrion is relieved that Shae is unhurt, but vows to free Ros and when the prostitute is taken away, he promises Cersei that he will exact revenge on her. He rushes back to his lover's side and confesses the depth of his feeling for her, both of them mentioning that they would violently defend each other, while warning that they must be doubly careful now. Tyrion has Shae swear to him that she is his, and he is hers.

The following day, King Joffrey berates Lord Varys in front of Tyrion on his lack of intelligence from the North, and wishes to attack Robb Stark's forces now that Winterfell has fallen to the Ironborn. Tyrion, however, advises against this, due to Stannis' impending attack on King's Landing. Unaffected, Joffrey reports hearing it said that Stannis never smiles and claims that he will give him a red smile for ear to ear, unsheathing his sword to underline his bravado. After Joffrey leaves, Tyrion leads Varys to the edge of the sea wall. Varys commends Tyrion on his ability as Hand, explaining that he is superior to the good and honorable Jon Arryn and Eddard Stark because he enjoys playing the game while they disdained it. Tyrion agrees that he does enjoy it, noting that it was the last thing he expected. Varys asserts that Tyrion plays it well, as Tyrion himself admits that he would like to keep on playing it. He then warns that if Stannis breaches the gates then the game is over. Changing the subject, Varys reveals hearing a rumor from Qarth that the last remaining Targaryen, Daenerys, is still alive and has hatched three dragons. Tyrion is dismissive of the threat she poses given their current circumstances. Varys predicts that it will be years before the dragons are fully grown but warns that once they are they will have nowhere to hide. Tyrion urges him to focus on one game at a time.

harrenhal

Still incognito as Lord Tywin Lannister’s cupbearer at Harrenhal, Arya Stark serves drinks whilst Tywin hosts another war council. His brother Ser Kevan Lannister predicts that King's Landing will fall an hour after King Stannis Baratheon’s forces arrive. Kevan counsels Tywin to order his daughter Cersei and her children to flee to the safety of their home of Casterly Rock. Tywin balks at surrendering the Iron Throne, believing that a king who runs cannot remain king for long, adding that Joffrey must stand and fight. Tywin then steers the council back to Robb Stark, who is on their doorstep in the Westerlands, blaming their lack of intelligence on his son Ser Jaime Lannister’s capture. Tywin then admits that Robb is a boy who has never lost a battle and will take risks because he does not know enough to be afraid. He announces his orders; the army will ride out from Harrenhal that evening to get a night’s march before Robb is aware that they are coming. He names Ser Gregor Clegane as his castellan at Harrenhal and orders him to continue his efforts against the Brotherhood Without Banners. Tywin then assigns Arya to serve Ser Gregor, stating that she has been a good servant. After leaving, Arya races through the courtyard but cannot find Jaqen H’ghar.

Afterwards, with Arya unable to find Jaqen, she realizes that she has missed her chance to kill Lord Tywin by giving Jaqen his name as the third kill. When Arya eventually finds Jaqen, she frets that Tywin is taking his army to attack her brother Robb and needs him dead immediately. Jaqen simply informs her that this is not possible and requests that she name someone else as her kill. Arya bitterly leans forward and whispers his own name in his ear. Jaqen angrily warns her not to mock the gods and asks to be un-named. Arya does but in doing so coerces him into helping her escape Harrenhal in lieu naming a third kill. Late into the evening, Arya, Hot Pie and Gendry gather in the shadows opposite the courtyard gate. Gendry asks Arya what Jaqen may have told her what to do about the guards surrounding the gate. Arya admits that he did not say and only told her to walk through the gates at midnight. He warns against trusting the man who fled when she freed him from captivity, expecting him to fight by her side. Arya stands and bravely walks toward the gate. The others follow her and as they approach they realize the Jaqen has killed the guards and pinned them in place so as not to raise the alarm. They pass through without being noticed.

the westerlands

Meanwhile, in the Westerlands, King Robb Stark and Talisa Maegyr walk through woodland near a riverbank on their way back from the Crag. Talisa questions Robb about his betrothal to House Frey as he explains that the bridge was important, particularly at the time because his father was still alive and he believed that he could rescue him if he could cross. Talisa says that when she has spoken with people from the North they have told her how much they loved  Eddard Stark and that she would have liked to have met him. A pair of riders flying a Stark pennant then approach. The lead rider is a messenger who brings news for Robb; Ser Jaime Lannister has again escaped during the night. Immediately following his return to camp, Robb and Rickard Karstark burst into Catelyn Stark’s tent and demands his mother to tell him of her involvement in Jaime’s escape are not true. Catelyn asserts that she acted for her daughters, though Robb feels betrayed as she knew that he would not allow her to release Jaime but did it anyway. Catelyn explains that with news that Bran and Rickon were captured at Winterfell she thought that returning him might buy freedom for Sansa and Arya. Robb tells Catelyn that Jaime has played her for a fool and orders her to be guarded day and night.

En route to King’s Landing, Brienne of Tarth sends away the horses that she had used to get away from the camp with the imprisoned Ser Jaime. When she removes the hood from his head Jaime comments that she is much uglier in daylight. She leads him on foot through the woods as he introduces himself and asserts that a captive knight has the right to know his captors’ identity. Brienne reluctantly introduces herself as Jaime demonstrates that he knows the sigil of her house and the name of her father, Selwyn Tarth. He continues to mock her as she meets this with stoicism. They come to a river and Brienne pushes him to his knees beside a rowboat. Jaime asks for forgiveness and she states that his crimes are beyond forgiveness, calling him Kingslayer, and adding that he has harmed others, ones he had sworn to protect. Jaime says that she is as boring as she is ugly. Brienne prepares the rowboat as Jaime continues to goad asking if she believes that she could beat him in a fair fight. Brienne retorts that she has been sneered at by arrogant men throughout her entire life and has spent just as much time knocking those arrogant men into the dust. After getting into the boat, Jaime claims that she is afraid to face him but she informs that they might find out one day as she uses the oar to push the boat free from the bank and starts rowing them downstream.

That evening, back at camp, King Robb meets with Roose Bolton in his command tent to discuss the seizure of Winterfell by Theon Greyjoy. Robb expresses concern that Theon will harm his brothers if they storm the fortress, though Roose argues their value. Robb then orders Roose to send word to his bastard son that he will grant mercy to any Ironborn who surrender, except for Theon. Roose expects Theon’s men will quickly turn against him when they have the offer. Talisa then enters the tent, greeting them both and apologizing for interrupting. After Roose departs, Talisa tries to console Robb with regards to the litany of issues he’s been dealing with and he apologies to her for his mood. While pouring wine for her, Robb asks how she went from the life of a noblewoman in Volantis to performing battlefield surgery in Westeros. Talisa shares her history with him, as well as a vow she had made for herself, to not waste time on trivial concerns of nobility and to never live in a slave city again. She then stands up and apologizes for going on when Robb had shared his problems initially. Robb immediately joins her in standing and blurts out that he does not want to enter the arranged marriage with House Frey. She hesitantly admits that she does not want him to marry the Frey girl either. They intensely stare at one another until Robb draws her into a passionate kiss, and hastily undress one another.

winterfell

An Ironborn raider empties out a basket of dead ravens into the courtyard at Winterfell.  Theon Greyjoy and Dagmer Cleftjaw look down at the dead messenger birds as Yara Greyjoy leads a column of riders in. Once Yara settles into the great hall she asserts to Theon that it was dishonorable to butcher the Stark boys but Theon maintains that he treated them well, until he was forced to kill them. As she continues chastising him for killing the valuable hostages Theon insists that he had to kill them to avoid appearing weak. Yara retorts that he is weak and stupid, also warning him that his attempt to show strength and displaying the bodies has turned every man in the North against him. Theon assures her that Robb will not learn of the murders, as they have killed all of the ravens and seized the horses. A doubtful Yara dismisses her men from the hall, softens her demeanour and implores Theon to return home with her instead of dying alone in Winterfell. Theon insists on keeping the castle and does not intend to die. Yara looks into his eyes and shares a kind memory she had when they were children. Before leaving, Yara urges Theon not to die so far from the sea.

Some time later, Theon looks at the charred corpses in the courtyard as Dagmer approaches, suggesting to keep the bodies there as a warning to traitors. Theon then pulls a pouch from his belt and goes to hand it to Dagmer, explaining that it’s gold for the farmer nearby, to compensate him for his trouble and the loss of the two children they killed. Dagmer explains that his trouble is done, he killed both the farmer and his wife after murdering the boys. Meanwhile, Maester Luwin crosses the courtyard and notices Osha sneaking into the catacombs with loaves of bread. Luwin stares thoughtfully at the charred bodies, especially the leg muscle of the larger one, realizing that Theon has only faked the death of Bran and Rickon. Luwin makes his way down into the crypts to speak with Osha who explains that her and the boys went as far as the farm, but then evaded capture by doubling back and washing themselves to mask their scent from the hounds. Osha is horrified that Theon killed innocent children for his ruse. Luwin warns her not to say anything to the Stark boys, as Bran would blame himself. However, Bran sits awake around the corner from them, listening to everything Osha and Luwin have discussed.

*Episode descriptions from GOT Wiki