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

Original Airdate: June 3, 2012

With the battle won, King Joffrey Baratheon names his grandfather, Tywin Lannister, as the Hand of the King and accepts a marriage proposal to Margaery Tyrell. Meanwhile, Arya Stark and Gendry have managed to escape from Harrenhal with Jaqen H'ghar's help. Theon and his men are surrounded at Winterfell and are forced to abandon their position. Beyond the Wall, Jon Snow impresses his captor in a fight with one of his own. In the Riverlands, King Robb Stark and Talisa are married despite the promise he had previously made to Walder Frey. Brienne of Tarth and Jaime Lannister continue their journey to King’s Landing but not without difficulty. Across the Narrow Sea in Qarth, Daenerys Targaryen enters the House of the Undying to retrieve her dragons.

Main Cast

king’s landing

In his new, shabby quarters, Tyrion Lannister convalesces from the wound he suffered during the Battle of the Blackwater at the hands of Ser Mandon Moore. He is informed by a gloating  Grand Maester Pycelle that he is no longer acting as Hand of the King, as his father Lord Tywin Lannister has returned to the city and will take over his duties as Hand. Pycelle turns and shows Tyrion a coin before tossing it at him, saying that it is for his trouble, repeating the gesture Tyrion made to the prostitute Daisy when he had Pycelle arrested weeks prior. Afterwards in the throne room, King Joffrey Bartheon rewards those who served him well in the battle. Lord Tywin is officially named Hand of the King and Savior of the City as Lord Petyr Baelish is awarded the castle of Harrenhal for brokering the alliance between House Lannister and House Tyrell. Ser Loras Tyrell asks that Joffrey wed his sister Margaery Tyrell in order to unite their houses.  Cersei Lannister then intervenes theatrically to assert that the small council have agreed that it would be improper for Joffrey to wed Sansa Stark, citing the treachery of House Stark. Joffrey plays along and agrees to wed Margaery. In private, Sansa is overjoyed to be free, until Littlefinger points out that it will not stop Joffrey from tormenting her; however, he does assure her that he will help her escape.

Meanwhile, Ros has returned to Littlefinger’s brothel following her captivity at the hands of Cersei. She solemnly applies makeup to cover the bruises inflicted on her. A client then enters and she invites him to make themselves comfortable. The hooded figure perches on the edge of the bed as Ros turns on her charm, asserting that he does not look comfortable and offering to show him how to relax. As she starts to undress, the figure pulls back his hood and reveals himself as Lord Varys. He insists that there is no need for her to disrobe, adding that he is not like most men, insinuating no interest in any sexual gratificatiob. After reaching for his crotch, only to find nothing there, Ros realizes who he is. Noting her fear, Varys informs her that there is nothing dangerous “down there.” Varys eventually gets Ros to admit she's afraid of Littlefinger, and tells her that unlike her current employer, he protects those who work for him, also reminding her of the abuse she has suffered from her clients in House Lannister. He adds that while she should be afraid of Baelish, everyone has their weaknesses.

Later that evening, Lord Varys then visits Tyrion in his chamber and tells him that Bronn has been relieved of his command of the City Watch and his hill tribesmen have gone home with their plunder; Tyrion has lost all of his power. Varys thanks Tyrion for his part in defending the city, noting that history won’t mention him but the city won’t forget. Shae rushes in to see Tyrion as Varys leaves. She unwraps his scarred face and he winces as she pulls the bandages away from his wound. The scar extends diagonally from his left brow to his right jaw, crossing the bridge of his nose. Tyrion then insults her by quipping that she should be charging him double because of his new scar on top of his dwarfism. She accuses him of being a self-pitying rich man who covers his vulnerability with humor. Shae rejects his money and urges Tyrion to leave with her for  the Free City of Pentos, reminding him that his enemies tried to kill him. Shae also adds that Tyrion is a terrible fighter. Although Tyrion is moved by her devotion, he refuses to leave the politics of King’s Landing, stating that out-thinking and out-talking people is what he likes more than anything in the world. After asking Shae if she still plans on leaving him, Tyrion is informed that he has a bad memory and then she reminds him that they belong to one another. Tyrion then pulls Shae into an embrace while crying.

dragonstone

Following his defeat at Blackwater Bay, Stannis Baratheon has retreated back to the island of Dragonstone. Inside the war room, Stannis rages at Melisandre for not foreseeing his loss. He asserts that his perseverance led only to him being attacked from behind by the late arrival of Lord Tywin and House Tyrell. Stannis asks why the Red Priestess did not warn him if she can see the future in her flames, to which Melisandre insists that the Lord of Light only allows her glimpses. She asserts that Stannis cannot abandon the war because of a single defeat. Stannis accuses her of lying and knowing nothing about war. She asserts that she has been fighting far longer than he has. He then grabs Melisandre by the throat and begins to choke her as she holds her hands up and does not struggle. He asks her where her god is now and she responds that it is inside him. Horrified, Stannis releases her and she collapses to the ground. Stannis softens as she then informs that the war has just begun and that it will last for years. Thousands will die at Stannis’ command and he will betray his men, his family and everything he once held dear but that it will be worth it. She says that he is the warrior of light and will sweep aside all of the pretenders to claim his throne. She assures Stannis he will be king. Stannis is skeptical, but Melisandre leads him to a burning brazier and urges him to look into the fire. He informs her that he sees only flames but she tells him to persevere. After a few moments, however, he stares at the fire in astonishment.

the westerlands

As they continue traveling east on their journey to King's Landing, Brienne of Tarth lands the rowboat she has been using to transport Jaime Lannister. Thought he is still incessantly teasing her about her size and appearance, Brienne is distracted by the hanging corpses of three women. Jaime looks up and reads the sign hung around their necks saying “they lay with lions.” He concludes that they were tavern girls who served his father Tywin’s soldiers and then hanged by Stark men for having slept with Lannister men. Three Stark soldiers then round the corner and stop when they see Brienne, asking of her business as she states she is transporting a prisoner. They realize that she is a woman and laugh openly at her appearance. As the soldiers grow more inquisitive of Jaime and Brienne, the pair try to lie their way out of the situation. However, as Jaime is eventually recognized, Brienne is forced to kill all three soldiers. In doing so Brienne reveals her prowess as a fighter to Jaime, who is stunned by her proficiency. Jaime then points out that she has killed Stark men but she reminds him that she serves Catelyn Stark only and will take him to the capital as promised.

At his camp in the Westerlands, King Robb Stark visits his mother Catelyn in her tent to discuss his plan to break his betrothal to House Frey to marry Talisa Maegyr. Catelyn is still confined to her tent having released Jaime Lannister without Robb’s consent. She counsels that Lord Walder Frey is a dangerous man to cross and urges Robb to remember his vow or face severe consequences adding that if he treats his oaths recklessly then his people will do the same. She says that she and Robb's father didn't love each other when they first married, but that he grew to love her over time. She predicts that Robb and his betrothed might build a similar love over time. Robb questions if he can expect to slowly build a loving relationship with one of Walder Frey’s daughters. Catelyn warns Robb that if he treats his oaths recklessly then his people will do the same. That evening, however, a septon conducts a secret marriage between Robb and Talisa in the woods outside the Stark camp. He binds their hands together with a ribbon and proclaims their souls bound together in the sight of the seven for eternity. He asks them to turn to one another and say the words. They name the Seven gods and say “I am [theirs] and [they] are mine from this day until the end of my days.” They kiss tenderly and then hold one another close.

winterfell

Meanwhile, Theon Greyjoy has taken Winterfell and the castle is suddenly surrounded by Northmen under the command of Roose Bolton on orders from Robb Stark. Besieged with no hope for relief, Theon vents his frustration to Maester Luwin at being constantly reminded how fortunate he was to be a prisoner of the Starks. Luwin advises Theon to flee to the Wall and join the Night's Watch so that he might save his own life and attempt to redeem himself, adding he knows Theon is not the ruthless man he is pretending to be. Theon admits to Luwin that he has done terrible things in his futile attempts to gain power and respect but he refuses to deviate from the course he has set, saying he has gone too far to ever pretend to be anyone else. Theon adds that Jon Snow will likely kill him in revenge for allegedly killing Bran and Rickon Stark. He readies his men for a glorious death in battle, giving a rousing speech, but is betrayed and knocked out by Dagmer Cleftjaw, who plans to turn him over to the Northmen so the rest of them can go home to the Iron Islands. Luwin attempts to aid Theon but is fatally stabbed in the abdomen by Dagmer, who then has Theon dragged away to whereabouts unknown.

Eventually, Osha leads Bran, Rickon and Hodor out of the catacombs. They find Winterfell a smoky haze with dead smallfolk littering the courtyard. It is unclear who is responsible for the sack of Winterfell. The Ironborn are gone and the gates hang open. When they reach the godswood they find a fatally-wounded Luwin leaning against the heart tree as Rickon pulls aside the Maester’s robe to reveal his blood soaked undershirt. Luwin informs that not everything is lost and takes comfort in the boys being alive. He warns that those responsible might return and urges them to travel to the Wall. Osha argues that they should head south to their mother and brother. Luwin says that they do not know their whereabouts and that they have too many enemies in the south but that Jon Snow will look after them. Bran says that he does not want to leave Luwin as Luwin then grips his hand and says that he feels the same way, adding that he considers himself lucky to have known them. Osha stays behind as Luwin succumbs to his wounds. Shortly after, the burning castle pours black smoke into the sky behind them as Osha, and Rickon trail after the Summer and Shaggydog. Hodor follows them, pushing Bran in a small cart laden with supplies, as they embark on the journey ahead.

the riverlands

As Arya Stark, Gendry and Hot Pie trek through the Riverlands after escaping Harrenhal, they are surprised to see Jaqen H’ghar waiting for them on a stone outcrop. Hot Pie asks how he found them. He disappears from view as they pass beneath the stone. Arya forges ahead and he reappears behind her as she asks why he is there and he says that he was waiting for her. Arya then asks him instead how he killed the guards and if it was difficult. He says that it was no harder than taking a new name if you know how. She asks him to show her. He offers to take Arya to Braavos to train with the Faceless Men. Jaqen then reveals that he knows the list of names that she whispers and suggests that they could all be offered to the Red God. Arya says that she wants to go with him but can’t as she needs to find her family. Jaqen says that they must part, citing his own duties. He hands her an iron coin. She wonders what it is and Jaqen says that it is a coin of great value and informs her that if she decides to follow him she should give the coin to anyone from Braavos and say to them “valar morghulis.” Arya repeats the phrase as he walks away and she pleads with him not to go. He tells her that Jaqen is dead and asks her to repeat it again. He says that her pronunciation is good as he turns away and bows his head. When he turns back to her his face has changed entirely to another man. He bids her farewell in a new voice as Arya looks down at the coin and then back at Jaqen, who is walking away.

qarth

Meanwhile, in Qarth, Daenerys Targaryen arrives at the House of the Undying alongside Ser Jorah Mormont and her bloodrider Kovarro, who informs her that it known as a “house of ghosts.” When Kovarro asks where the guards to the tower are, Jorah insists that they would be of no use to the Warlock of Qarth named Pyat Pree. He explains that the warlocks “kill with sorcery, not steel.” As they circle around the stone tower, Daenerys hurries ahead of Ser Jorah to find her dragons and is magically separated from both Jorah and Kovarro, who are shut outside the tower with no entrance. once she has vanished from their line of sight around the corner of the curving tower. Jorah yells her name to no avail and is flummoxed as they cannot locate an entry-way into the structure. Daenerys finds herself in a pitch-black cavernous tunnel with a flaming torch that she removes from the wall. As she hears the cries of her dragons she leads herself up a flight of stairs that lead to an empty circular room with several doors. She chooses one at random and opens the door to find the first presentation of Pyat Pree’s illusions. She enters King’s Landing throne room in ruins and covered in snow. As she’s never been to the capital before her whereabouts in this vision isn’t recognizable until she lays eyes on the iron throne. She steadily walks closer to it in awe and curiosity. As she leans in to touch the throne with her hand a dragon cry brings her back to reality as she continues her search through another door.

The second door Daenerys then chooses presents a snowy blizzard, as she walks outside the gates of the Wall. After a short trek through the blizzard, Daenerys stumbles upon a tent that are familiar to the Dothraki. To her astonishment, once Daenerys enters, she finds Khal Drogo sitting calmly while holding what would have been her infant son they named Rhaego. In a daze, Daenerys protests the sight before her, blaming the dark magic that took Drogo from her. She eventually relents, however, taking a few moments to cherish the sight of her lover and son. Daenerys and Drogo question whose dream they are in, as they tenderly embrace. Regardless of whose dream it is, Drogo insists that he would kill the man who tries to wake him from it. Even though Daenerys is aware of this being an illusion, she lingers in the moment with Drogo and Rhaego a bit longer, before she then silently exits the tent.

Daenerys then returns to the room with the doors, only this time she finds her dragons chained to a pedestal in front of her. Pyat Pree then suddenly appears in his multiple forms, explaining that Daenerys and her brood are the sources of his restored magic. He notes that in harvesting magic from her, Daenerys’ imprisonment will last until time comes to an end. Daenerys is also suddenly chained to the walls by Pyat's magic. However, the young queen is unconcerned and simply regards Pyat with a cool, almost lazy gaze. She calmly utters a single word: "dracarys". After a few attempts, all three of her dragons unleash their fiery breath, and Pyat Pree is incinerated within seconds. Now that Xaro Xhoan Daxos has revealed his betrayal of Daenerys, she returns to his palace and confronts him, only to find her missing handmaiden and confidante Doreah lying in bed with him. As Doreah was caught off-guard she gives a flimsy excuse for her own betrayal that Daenerys ignores as she takes his vault key from Xaro. At the vault she is surprised to find the insides empty but observes that this proves something can easily come from nothing. On her orders, Doreah and Xaro are locked into the empty vault to die, their pleas cut off by the closing door. Daenerys then orders her khalasar to salvage enough riches from Xaro's household to buy a ship. On Jorah's orders, the Dothraki seize Xaro's gold and jewels while Daenerys triumphantly watches with her three dragons before leaving the city.

beyond the wall

As the wildlings march beyond the Wall towards Skirling Pass, Ygritte informs the shackled Jon Snow that they are less than a day away from the camp and warns him that he is facing a troubled night because Mance Rayder has ways to make crows sing. Qhorin Halfhand realizes that he will have to sacrifice himself in order to facilitate the ruse of Jon deserting to the wildlings, so he stuns one of his captors and acquires a sword, attacking Jon with the seeming intention of killing him for treachery. The Lord of Bones lets them fight, and Ygritte gives Jon back his sword as Qhorin enrages Jon by insulting his parentage. After a fierce duel, Jon mortally wounds Qhorin per Qhorin's own instructions. In his last breathe he whispers to Jon "We are the watchers on the Wall", signalling to him that he has done the right thing and reminding Jon that he must find out all he can about the wildlings' plans. Qhorin collapses to the ground and Ygritte says that they can tell Mance that Jon is the man who killed Qhorin. The Lord of Bones cuts Jon free of his bonds and tells his men to burn the body. Ygritte tells Jon to follow her and leads him to the crest of the mountain. They look down on a vast wildling camp and Ygritte says that it is time for him to meet the King Beyond the Wall. She descends the snowy slope. Jon looks back at Qhorin’s burning body and then follows her towards the camp.

Meanwhile, Samwell Tarly, Eddison Tollett and Grenn forage below the Fist of the First Men as Sam informs his companions that he finds the wildling girl, Gilly, particularly interesting because she still has hope despite the hardships that Craster has inflicted on her and her many female siblings. Eddison counters that Samwell finds her interesting simply because she spoke to him, as Sam retorts that there is nothing interesting at all about Edd. They are then silenced by a horn blast, assuming the return of Jon and Qhorin Halfhand. A second blast sounds, proving them incorrect. Grenn draws his sword and recalls that two blasts means wildlings. Then to their shock and horror, a third blast sounds: The White Walkers are coming. Realizing the danger they are in, they run for their lives in the direction of the Fist, however, Samwell falls behind and collapses in the snow. A blizzard picks up around him as he as he loses sight of them in the sudden maelstrom. He then sees figures shuffling through the haze and hides behind a rock. A force of wights slowly emerge around him, then a White Walker riding a dead horse stops alongside him and catches his gaze. A terrified Samwell begins to cry but the White Walker ignores him and raises his spear towards the Fist as he screams at his undead army. Sam then witnesses hundreds of wights marching steadily towards the camp of the Night’s Watch.

*Episode descriptions from GOT Wiki