| Director | Joseph L. Mankiewicz |
|---|---|
| Budget | $44 million |
| Box office | $40.3 million |
After the Battle of Pharsalus in 48 BC, Julius Caesar goes to Egypt, under the pretext of being named the executor of the will of the father of the young Pharaoh Ptolemy XIII and his older sister and co-ruler, Cleopatra. Ptolemy and Cleopatra are in the midst of their own civil war, and she has been driven out of the city of Alexandria. Ptolemy rules alone under the care of his three "guardians": the chief eunuch Pothinus, his tutor Theodotus and General Achillas.
Cleopatra convinces Caesar to restore her throne from Ptolemy. Caesar, in effective control of the kingdom, sentences Pothinus to death for arranging an assassination attempt on Cleopatra, and banishes Ptolemy to the eastern desert, where he and his outnumbered army would face certain death against Mithridates. Cleopatra is crowned queen of Egypt and begins to dream of ruling the world with Caesar, who in turn wishes to become king of Rome. When their son Caesarion is born, Caesar accepts him publicly, which becomes the talk of Rome and the Senate.
After being made dictator for life, Caesar sends for Cleopatra. She arrives in Rome in a lavish procession and wins the adulation of the Roman people. The Senate grows increasingly discontented amid rumors that Caesar wishes to be made king. On the Ides of March in 44 BC, a group of conspirators assassinate Caesar and flee the city, starting a rebellion. An alliance among Octavian (Caesar's adopted son), Mark Antony (Caesar's right-hand man and general) and Marcus Aemilius Lepidus puts down the rebellion and splits the republic. Cleopatra is angered when she finds Caesar's will recognizes Octavian, rather than Caesarion, as his official heir and returns to Egypt.
While planning a campaign against Parthia in the east, Antony realizes that he needs money and supplies that only Egypt can sufficiently provide. After repeatedly refusing to leave Egypt, Cleopatra acquiesces and meets him on her royal barge in Tarsus. The two begin a love affair. Octavian's removal of Lepidus forces Antony to return to Rome, where he marries Octavian's sister Octavia to prevent political conflict. This enrages Cleopatra. Antony and Cleopatra reconcile. Octavian, incensed, reads Antony's will to the Roman senate, revealing that Antony wishes to be buried in Egypt. Rome turns against Antony, and Octavian's call for war against Egypt receives a rapturous response. The war is decided at the naval Battle of Actium on September 2, 31 BC, where Octavian's fleet, under the command of Agrippa, defeats the lead ships of the Antony-Egyptian fleet. Assuming Antony is dead, Cleopatra orders the Egyptian forces home. Antony follows her, leaving his fleet leaderless and soon defeated.
Months later, Cleopatra sends Caesarion under disguise out of Alexandria. She also convinces Antony to resume command of his troops and fight Octavian's advancing armies. However, Antony's soldiers abandon him during the night. Rufio, the last man loyal to Antony, kills himself. Antony tries to goad Octavian into single combat, but is eventually forced to flee into the city. When Antony returns to the palace, Apollodorus, who was in love with Cleopatra himself, tells him she is in her tomb as she had instructed, and lets Antony believe she is dead. Antony falls on his own sword. Apollodorus then confesses that he lied to Antony and assists him to the tomb where Cleopatra and two servants had taken refuge. Antony dies in Cleopatra's arms.
Octavian and his army march into Alexandria with Caesarion's dead body in a wagon. He discovers the dead body of Apollodorus, who had poisoned himself. He then receives word that Antony is dead and Cleopatra is holed up in a tomb. There he offers to allow her to rule Egypt as a Roman province if she accompanies him to Rome. Cleopatra, knowing that her son is dead, agrees to Octavian's terms, including a pledge on the life of her son not to harm herself. After Octavian departs, she orders for her servants to assist with her suicide. Discovering that she was going to kill herself, Octavian and his guards burst into Cleopatra's chamber to find her dead, dressed in gold, along with her servants and the asp that killed her.