The wind knifes through the tent at Renly's camp in '''the Stormlands''' where Renly Baratheon treats with Catelyn Stark, Brienne of Tarth stolid and silent behind him. The two seem to have found common cause against the Lannisters, at least, though Renly has no interest in sparing his brother on the field of battle. As Brienne comes over to help him change clothes, the wind kicks up again, this time bearing a slithering trail of smoke. It forms itself into a man and stabs Renly through the back. Brienne lets out a BigNo, and Cat scarcely looks calmer. Guards rush in and immediately pin the blame on Brienne--who in fairness is now kneeling over the body--but she makes short work of them. She seems determined to stay there and cling to Renly's corpse, even if it means dying alongside him, until Cat points out the obvious: "You can't avenge him if you are dead." The two dart out the back.

The next morning, Loras and Margaery stand the vigil over Renly's body; of the two, Loras seems more distraught. Littlefinger bursts in and urges them to flee, as most of the Baratheon bannermen will stay with their sigil and go over to Stannis. While Brienne is quite obviously the most convenient perpetrator, Loras (to his credit) doesn't believe she did it; the three of them agree that Stannis had the motive, if not (to their knowledge) the means or opportunity, and is the most likely culprit. Loras is all for charging off and doing something nasty to Stannis involving a sword (and not the nasty things he did to Renly with his sword either), but Littlefinger and Margaery repeat what seems to be the theme of today's episode: "You can't avenge him from the grave." Once Loras has been convinced to flee, Margaery and Littlefinger have some time for private conversation, and Margaery makes it clear that she is diving into the game of thrones headfirst: "Do you want to be a queen?" "No. I want to be ''the'' queen." Littlefinger keeps his poker face on, but it's clear he's paying attention.

At '''King's Landing''', reports are even more garbled: Tyrion reports to Cersei that Catelyn Stark has joined the list of suspects. Regardless, Stannis is now left the main threat to the Lannisters, as he outnumbers them in ships and men both. Cersei seems rather casual about preparations, claiming that she has things well in hand; and, to her credit, Lancel confirms that she ''is'' making preparations: she has commissioned thousands of pots of wildfire, which will be launched from the city walls at Stannis's ships and armies.

Back at '''Renly's camp''', Stannis strides through Renly's army--his own army, now--pleased with the day's work. He plans to move on Blackwater Bay as soon as he can get his troops reorganized. Davos begs him not to bring Melisandre with them, claiming that the men will herald the victory as her's, not Stannis's, whom they are starting to perceive as a puppet. "You won those bannermen from Renly. Don't lose them to her." (He's also rather {{squick}}ed out by what he saw crawling out of the red priestess' vajayjay, which simply marks Davos as eminently sane.) Ultimately, Stannis agrees to win his next victory without her help.

Tyrion and Bronn take a jaunt through the streets of '''King's Landing''' to assess the citizenry. They come across a preacher yelling loudly about a "demon monkey" that uses Joffrey as a PuppetKing, an EvilChancellor who is to blame for all that is ill in the city. Tyrion is understandably aghast to be informed that he himself is that creature.

At the '''Iron Islands''', Theon is pleased at the sight of his longship, the ''Sea Bitch'', but is unable to assert any dominance over his crew; in fact, they threaten mutiny to his face. (He ''is'' striding around about as cocksure as Lancel was last episode, but that's still pretty harsh.) He's saved by the advent of his NumberTwo, a man named Dagmer who clearly commands the men's respect and is willing to bow to Theon. Neither of them are satisfied with this mission of trolling fishermen, and Dagmer suggests seizing Torrhen's Square, but Theon rejects it, as a huge party of men would sally forth to take it [[EurekaMoment once word reached Winterfell that...]] The two of them trade knowing smiles.

Arya serves the table whilst Lord Tywin Lannister and his advisors hold a council of war in '''Harrenhal''', trying to decide what to do about Robb Stark; pride, swiftly stifled, is visible on her face as Lord Tywin admits that he is too skilled at warfare to make errors, that House Lannister must stop waiting for a mistake that will never come and goad him into a poor position. He then turns to Arya and asks her about her origins. She tries to claim she's from Maidenpool, in fief to House Mooton, but stumbles when asked about their sigil (a red salmon). She reverts to being from Barrowton (House Dustin; two axes crossed beneath a black crown), but is forced to admit she's actually from the North. When asked if she thinks the Young Wolf is invincible, Arya fixes Lord Tywin with a calm gaze and says, "[[ArcWords Anyone can be killed]]." Lord Tywin does not punish her, but after she's left he does remove the plate of food she has just put before him.

Whilst below fetching water, Arya is astonished to find Rorge, Biter and Jaqen H'ghar marching through the castle, now in Lannister crimson and evidently serving beneath the lion banner. Jaqen corners her, but with thanks instead of threats: he promises her three deaths for the ones she stole from the Red God in saving them during the battle. "Only death can pay for life," he tells her; a girl need only say the names. Arya, perhaps impulsively, demands the death of the Tickler.

Somewhere '''Beyond the Wall''', the Night's Watch arrives at the Fist of the First Men, a natural fortification where they have arranged to meet with Qhorin Halfhand and a contingent from the Shadow Tower. Samwell takes a break from prattling about Gilly to prattle about the history of the location (Dolorous Edd: "Before I die, please, ''stop talking''."), but Jon isn't as pleased: the spot has the feel of a LastStand to him, as he's convinced that when the First Men came here, they were running from [[TheDreaded something horrible]]. Their ruminations are interrupted by the sound of a horn, and Sam takes the opportunity to InfoDump: one hoot means rangers returning, two means wildlings. Three means [[TheDreaded the White Walkers]]. "It's been a thousand years, but... That's the only time they blow the horn three times." It's only one blast: Qhorin has arrived.
-->('''Grenn:''' "If it's been a thousand years, how do you know?"\\
('''Sam:''' *shrugging modestly* "Well, I--"\\
('''Grenn''' and '''Dolorous Edd''', together: " 'I read it in a book.' ")

Back to '''King's Landing''', where Tyrion is following up on Lancel's intelligence: he has visited the Pyromancers' Guild, and Wisdom Hallyne is giving him an explanation of wildfire, an alchemical substance that burns hot enough to melt steel. (It's even worse [[labelnote:in the books]], where it is impervious to water and only stops when it burns out[[/labelnote]].) Bronn dismisses the stuff as "pigshit," expressing skepticism over the idea of using the stuff from catapults as Cersei intends; in the panic and hustle of battle, it seems to him, the Kingslanders are more like to set themselves alight than the enemy. Nonetheless, Tyrion goes to see the Guild's stocks, and is astonished to find seven thousand, eight hundred and eleven pots; he requisitions it for the defense, telling the pyromancers they now work for him.

In '''Qarth''', Daenerys places a chunk of meat before her red-and-black dragon (Drogon) and trains him to breathe fire when she says, "''Dracarys''." Doreah looks on, overwhelmed by CutenessProximity, whilst Irri competes with her for Dany's praise. Dany is pleased with Xaro Xhoan Daxos's patronage, but realizes she knows basically nothing about him. She sends Doreah, a student of TheOldestProfession, to pry some information from him and/or his serving staff; the cover for this is a garden party Daxos has thrown, presumably in honor of the Mother of Dragons. Here Daenerys meets Pyat Pree, a warlock from the House of the Undying; they claim to be magicians, but [[TheMagicGoesAway magic died out long ago]] (it is known). What that doesn't explain is how Pyat Pree can [[MesACrowd make clones of himself]]. Jorah meets Quaithe of the Shadow, a shadowbinder from Asshai who always wears a lacquered mask that conceals her identity; she warns him to keep a close eye on Dany. And of course the two of them have to stop some of her Dothraki from prying the gems out of a statue. While the party is ongoing.

Brienne and Catelyn regroup from their retreat, trying to decide what to do. Catelyn is '''heading for Robb's camp''', and from there Winterfell, but Brienne wants to go hunt down Stannis, who (in her mind) is the source of the shadow-smoke-thing that killed [[AllLoveIsUnrequited her beloved]] Renly. Catelyn wants her to join up with the Starks, but Brienne does not know the Young Wolf. In the end, she ends up pledging fealty to Catelyn, as a (male) knight does for his (male) lord, and Catelyn accepts.

Bran presides as the Lord Stark of '''Winterfell''', sending two orphan boys out to help a petitioner whose flock is being savaged by wolves. The man seems pleased, and Bran is (rightly) proud of his solution. Meanwhile, Rickon smashes walnuts with a rock, probably because the camera can't show him kicking his dangling legs. However, the happy party is broken up by the arrival of Ser Rodrik Cassel, who reports that Torrhen's Square is besieged--presumably by Lannisters, though how they got this far north is anyone's guess. Though Maester Luwin counsels keeping their forces nearby, Bran tells him to muster up as many men as he needs: "If we can't protect our own bannermen, why should they protect us?" Afterwards he goes for a ride on Dancer, speaking with Osha on the way about his dreams of a three-eyed crow. He also admits to a poetic dream about "the sea" coming to Winterfell and drowning everyone.

Qhorin Halfhand plans a commando mission up into '''the Frostfangs''' to take out a wildling scouting party he has already seen. Jon volunteers to go. Not a whole lot else needs to be said about this, so we'll move on.

Back at the '''Qartheen''' garden party, Daenerys and Xaro Xhoan Daxos stroll around comparing their motives. Daxos teases Dany for an overambitious would-be conqueror, but she gets him to admit that he rose up from a mere dockworker himself (and a Summer Islander as well--a foreigner, even if negroid pigmentation isn't grounds for prejudice here in the World of Ice and Fire). Finally, Daxos admits his desires, if in a roundabout way. He shows Daenerys a secret vault of Valyrian design, completely secure but for the key he wears round his neck. In it are treasures beyond reckoning, and half of them will be hers... if she marries him. (Dany: "[[DeadpanSnarker That was a romantic proposal.]]") He also drops the timing bombshell: Robert Baratheon, he informs her, is dead, and the Seven Kingdoms are in disarray. It is the perfect time to strike.

...Or, so Daxos would claim. Jorah Mormont is a bit more skeptical. He thinks they should be more careful, as opposed to making a marriage of convenience. Things also get a bit weird. One of Daxos' first questions to Daenerys was how long her "manservant" (Jorah) had been in love with her, which Daenerys denies being true... but even if she doesn't start to clue into it (and she might just), the audience surely does, watching as Jorah tries to convert the father-daughter relationship he currently has with Daenerys into more of one between equals. And of course Daenerys is not his equal, she is his queen. In the end, she agrees to TakeAThirdOption as he suggests, but it's clear she's not interested in him romantically. [[AllLoveIsUnrequited Sorry, Jorah.]]

At '''Harrenhal''', Gendry sweats shirtless over his forge, tempering a sword blade and taking a practice swing with it. Arya is in the process of giving him some of the rudiments of swordplay when there's a scream: the Tickler lies on the muddy earth of the yard, dead eyes staring. Up on the wallwalk, Jaqen H'ghar eats a pear. When he sees Arya watching, he draws a mocking tear-track down his face with a single finger.

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!!Tropes:

* AdaptationalAttractiveness: Theon's newly-acquired [[TheDragon Dragon]], Dagmer, is known in the books as Dagmer Cleftjaw, and is described as having snow white hair, a shaggy beard and a disfiguring facial scar from an injury that split both his lips and knocked out his front teeth.
* AdaptationalBadass: Brienne, who at this point in the books, despite her fighting prowess, hasn't actually killed any man. In the books, it is [[spoiler:Loras who slays Ser Emmon and Ser Robar in grieving rage, believing they failed to protect Renly from Brienne, whom he regards as the culprit.]]
* AdaptationalModesty: The Qartheen dresses fail to expose one breast as in the books. Damn...
* AdaptationDistillation:
** [[labelnote:From the books...]] Loras believes that Brienne is responsible for Renly's murder.[[/labelnote]]
** The Tickler dies far later in the books, and is here killed instead of a character who has been written out entirely.
** Two characters, Meera and Jojen Reed, were introduced in ''A Clash of Kings'' but don't really become important until the next book; Weiss and Benioff have confirmed they will appear in Season Three. They are "crannogmen," living in the swamps of The Neck, and children to Howland Reed, Lord of Greywater Watch and one of Eddard Stark's best friends. Meera is an ActionGirl with her trident and net, whereas Jojen is a bit of a WaifProphet. The "sea comes to Winterfell" dream is supposed to be his. Basically, if you want the book experience, pretend they're with Bran every time you see him from now on.
* AnyoneCanDie: Arya's line "Anyone can be killed" provided a handy clip to remind people of this in the ads. Fitting for an episode that sees the sudden death of Renly Baratheon.
* AwesomeButImpractical: Bronn says this of wildfire, and provides a very good argument as to why it's a bad idea. Tyrion does listen to his arguments, but ultimately decides against them when he realises just how much firepower is stored in the pyromancers' cellars.
** "Blackwater" (episode 9) shows that Tyrion has completely taken Bronn's advice to heart, as he [[spoiler: doesn't "rain fire on [Stannis]" as Cersei wants, and instead sets up a trap with it that eliminates the problem of the catapults' inaccuracy and has no risk of incompetent handlers burning the city down.]]
* BalancingDeathsBooks: Jaqen H'ghar offers three deaths to Arya to achieve this.
* BeneathSuspicion: Even after penetrating her boy's disguise in the last episode, and seeing through her lies about being southern, Tywin still considers a servant to be so unthreatening that he keeps her around even during war councils.
* BodyguardCrush: Brienne's reaction to Renly's murder reveals that she was in love with her king.
* ButtMonkey: Lancel has now sunk even lower, to the point where Tyrion can't even enjoy his PokeThePoodle relationship with him. Doesn't stop him making Lancel request his own death if he betrays Tyrion, though.
** Theon is continuing his journey down this road.
* CallBack: Loras cuts Renly with a blade in Season 1 and tells him, "It's just blood, [...] sometimes a little spills." Renly dies in this episode after he is stabbed through the heart by a magical shadow "sword," his blood oozing out in copious amounts.
* CastingGag: Roy Dotrice, the narrator of four of the five ''{{A Song Of Ice And Fire}}'' audiobooks so far, plays Pyromancer Hallyne, using the same voice he gave the character before. He was going to play Pycelle before health issues forced him into a small role.
* CompositeCharacter: In the novels, it was Loras who slew two of Renly's Kingsguards; this role was transferred to Brienne on the show.
* DeathGlare: Tywin gives Arya a very cold one after she looks pointedly at him and says "Anyone can be killed". [[CrowningMomentOfAwesome She continues looking him in the eye.]]
* DecapitatedArmy: Renly's death causes the majority of his bannermen to switch over to Stannis' side. The rest of them (including the Tyrells and Brienne) flee.
* DemotedToExtra: Ser Emmon Cuy and Ser Robar Royce, the two knights guarding King Renly. They don't even get named.
* DiedInYourArmsTonight: King Renly collapses into Brienne's arms after he is stabbed through the heart, and she holds him for a moment before he dies.
* DoesThisRemindYouOfAnything: StraightGay Renly is killed by the monster that came out of Melisandre's vagina.
* TheDragon: Theon getting his own is the first good thing to happen to him in a long while, and leads directly to a EurekaMoment.
* DueToTheDead: Loras stands vigil over Renly's body, and remains near his beloved even as Tyrell bannermen are panicking to flee the area before Stannis' fleet arrives. It's revealed in a [[http://www.youtube.com/watch?v=-m1-xPObOLk deleted scene]] that Loras also buried Renly on his own, which is a detail taken from the novels. [[labelnote:From the books...]]He tells Jaime in ''A Storm of Swords'': "I buried him with mine own hands, in a place he showed me once when I was a squire at Storm's End. No one shall ever find him there to disturb his rest."[[/labelnote]] Renly's corpse is dressed in the exact same outfit that he wore when he watched Loras joust, including the green brocade cloak which symbolized his commitment to Loras as his "bride." Loras must have commanded the Silent Sisters to clothe the body in this manner so that he can later lay Renly to rest as his beloved "wife."
* EatingTheEyeCandy: Arya Stark comes across Gendry smithing swords while shirtless. Given that Creator/MaisieWilliams is too young to legally satisfy [[PortmanteauCoupleName Gendrya shippers]], her reaction is merely some subtle downward eye-flicks.
* EurekaMoment: Theon suddenly has an idea when he realizes that Winterfell could be provoked to send out its guards.
* {{Fanservice}}: Of course Gendry would forge swords [[MenAtWork dirty, sweaty]], and [[WalkingShirtlessScene shirtless]].
* {{Foreshadowing}}: A major part of Arya's character arc are the words ''Valar morghulis,'' "All men must die" in old Valyrian. Or, "Anyone can be killed."
** [[spoiler:Loras swears vengeance against Stannis for the murder of his lover.]]
* GetOut: Loras says this to Littlefinger because he's angry at the older man for interrupting his mourning.
* HopeSpot: Just when it seems like the Starks finally have an ally with a larger army to help them defeat the Lannisters, rescue Sansa and Arya, a ReasonableAuthorityFigure and very loved leader who will rule the kingdoms in peace and respect the North's right to be an independent nation, it all goes down the drain once that Shadow creature appears.
* [[ILetGwenStacyDie I Let Renly Baratheon Die]]: There was absolutely nothing Brienne could do to defend her beloved king against Melisandre's black magic, but she nevertheless feels horrible that she couldn't save him.
* KilledOffForReal: Renly and The Tickler.
* KnightInSourArmor: Both Brienne and Loras become this after they lose their beloved king.
* LockedOutOfTheLoop: It's a bit startling to see Daenerys' reaction to the news of Robert's death, and realize this is the first time she's had any kind of up-to-date information on what's happening outside her own storyline.
* LoveConfession: Daenerys asks Jorah why he believes she should sit on the Iron Throne. His overly fervent response of how she not only has the right by birth, but will also be a gentle and wise ruler of the kind that doesn't come along in centuries, creates a moment of awkward silence between the two.
* LoveHurts: Loras and Brienne are completely devastated by Renly's death.
* MeaningfulEcho:
** Dany repeats Doreah's "men talk when they're happy" from Season One. The former resident of a pleasure house knows without being told that Dany wants her to [[HoneyTrap seduce and spy]].
** Theon reuses Robb Stark's threat to "hunt you down and hang you as an oathbreaker." [[FailedAttemptAtDrama The crew just laugh in his face]] and Theon doesn't have a direwolf to gnaw off their fingers.
** In "The North Remembers", Maester Cressen told Davos "Loyal service means telling hard truths" to which he asked "What's the truth?". Davos and Stannis have this exact conversation when they arrive in Renly's camp.
* MemeticBadass[[invoked]]: In-universe, Qhorin Halfhand is apparently this to the Night's Watch. Robb is this to both the Lannister and Northern armies. A common tale is that he rides a giant direwolf into battle, that he can turn into one himself, and that he cannot be killed.
* MidSeasonTwist: Renly's murder drastically changes the course of the War of the Kings.
* MyGodWhatHaveIDone: This is written all over Loras' face as he sits near Renly's corpse. He feels extremely guilty for convincing his lover to make a bid for the Iron Throne, as this path led to Renly becoming a target for assassination.
* TheNeidermeyer: Theon's men consider him one, to the point that they openly threaten to mutiny and then leave him on shore. This is a rare case where the officer is the one trying to connect with them, and the subordinates are the ones being unhelpful.
* NoOntologicalInertia: As soon as Renly is killed, all of his forces crumble without him. Justified, as the Baratheon bannermen are still sworn to the Lord Paramount of the Stormlands, which is now Stannis as the sole Lord Baratheon, and Renly's marriage to Margaery was the entire basis for the loyalty of House Tyrell and their bannermen.
* NoRespectGuy: Theon's having a ''really'' bad time with his new crew.
* ObliviousToLove: Danys re Jorah Mormont. She appears to be getting the picture though.
* PassiveAggressiveCombat: Irri casts a DeathGlare or three at Doreah while she's bonding with the kahlessi, and points out how she's fixed Dany's clothes so she'll favour her with a smile too.
* PeacefulInDeath: Despite the horrific manner in which King Renly was killed, his body looks remarkably at peace. The corpse is later dressed and positioned in a way to make him appear regal and dignified, and Margaery can't resist mentioning how handsome he was, with Littlefinger agreeing.
* PsychoticSmirk: Arya gets perilously close to giving one when she sees the Tickler's corpse. Tywin's smiles are always on the edge of being/are this.
* {{Pyromaniac}}: The Wisdom Hallyne seems a little too enthusiastic about explaining how powerful his wildfire is.
* {{Revenge}}: Loras tells Littlefinger that this is what he desires most in this world.
* RevengeBeforeReason: Loras is ready to storm out of Renly's tent to put a sword through Stannis' righteous face, but Margaery and Littlefinger manage to convince him that it would be hopeless, as he would be killed by Stannis' men long before he ever reached his target.
** Averted with regards to Loras' perception of Brienne on the show.[[labelnote:From the books...]]He holds her responsible for Renly's death and flies into a murderous rage when he sees Brienne enter the Red Keep with Jaime in ''A Storm of Swords''.[[/labelnote]] He never believes for a moment that she is capable of harming Renly. Despite his intense grief and his resentment of losing to Brienne in the melee, Loras correctly blames Stannis.
-->'''Margaery''': Brienne of Tarth murdered Renly.\\
'''Loras''': I don't believe that. You don't believe that. Who would gain the most from our king's death?\\
'''Littlefinger''': Stannis.
* SacrificialLion: King Renly.
* SceneryPorn: Iceland makes its debut as the lands north of the Wall.
* ScrewThisImOuttaHere: Loras and Margaery flee the Stormlands after Renly is assassinated.
* SoProudOfYou: Bran insists that Winterfell's guards go to the aid of Torrhen's Square, as their bannermen will have no reason to be loyal if Winterfell doesn't protect them. Rodrick gives a brief smile at how he may just make a good Lord of Winterfell yet. [[spoiler:This comes back to bite them in the ass though.]]
* StealthHiBye: Both Jaqen and Quaithe show their skill with this.
* TheStrategist: Bronn shows himself to be more than just a skilled fighter.
** Actually subverted in the case of Tywin. Despite his previous record, he's at a complete loss as to what he should do, and his advisers are totally useless.
* SurroundedByIdiots: It seems Tywin isn't much luckier in the intelligence of his commanders than he is in his {{Mooks}}. To be fair though, only one of them was stupid enough to mouth off to him, and the rest are no more at a loss than he is.
* SwordPointing: Loras points his sword right in Littlefinger's face and accuses the older man of wanting to sell him and his sister to Stannis as hostages.
* TooGoodForThisSinfulEarth: Renly was the nicest of the five claimants to the throne, and not surprisingly for this CrapsackWorld, he is the first to die.
* UpperClassTwit: Tywin's cousin Reginald Lannister is not only useless as an adviser, he is stupid enough to answer back in public. While telling him to go home, Tywin actually tells him that if he wasn't born a Lannister, a man like him would be scrubbing pots in the kitchens.
* WeHardlyKnewYe: Renly is assassinated before he can participate in an actual battle, so he never really had a chance to press his claim to the Iron Throne.

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