King Herod (Joseph Schildkraut), who has secretly allied himself with Octavian, visits the lovers. He informs Cleopatra privately that Rome and Octavian can be appeased if Antony were to be poisoned. Herod also tells Antony the same thing, with the roles reversed. Antony laughs off his suggestion, but a reluctant Cleopatra, reminded of her duty to Egypt by Apollodorus, tests a poison on a condemned murderer (Edgar Dearing) to see how it works. Before Antony can drink the fatal wine, however, they receive news that Octavian has declared war.