Bran Stark wakes up dreaming of archery lessons with his brothers and the three-eyed raven. He has a vision of an unfamiliar boy who tells him, "The raven is you." Bran tries to explain his dream to Osha, but she brushes him off and says they still have a long way to go.
Roose Bolton arrives with bad news, which Robb must then break to his mother. Her father Lord Hoster Tully has died and Winterfell has been put to the torch. Robb tries to remain optimistic: Bran and Rickon have not been found, but Catelyn Stark is distraught to learn there have been no demands from Theon Greyjoy--who is also missing.
Elsewhere, Theon is splashed awake. Bound on an X-shaped cross, he pleads with the Ironmen who peel skin from his fingers and turn a screw into his foot. He explains he took Winterfell to bring glory to his father. When his captors seem unsatisfied, he confesses he was resentful about being a Stark hostage. When that still fails to change his situation, Theon swears he will tell them anything. After everyone leaves, a boy mopping the floors tells Theon that he has been sent by his sister Yara. The boy promises he will return for Theon that evening.
Brienne of Tarth escorts Jaime Lannister south off of the main road. Jaime does his best to provoke her, particularly when he realizes that she had feelings for Renly Baratheon. "You were far too much man for him," he teases her. When a farmer crosses their path, Jaime urges Brienne to kill him, but Brienne refuses on the chance that the farmer hasn't recognized Jaime.
Queen Cersei keeps Joffrey company as he's fitted for new suits. When Joffrey refuses to take her bait about Margaery, she tries to warn her son he is being manipulated. Joffrey pointedly tells his mother he doesn't need to listen to her.
Sansa Stark insists to Shae that Littlefinger is not interested in her romantically--he's too old. But Shae lets Sansa know she'll make Littlefinger stop should he ever step out of line. Loras escorts Sansa to meet his sister and their grandmother, Lady Olenna Tyrell.
Sansa shares her condolences with Lady Olenna about Renly's death, but Lady Olenna has few kind words for Margaery's deceased husband. She has fewer still for the Tyrell men, Lord Mace and Loras, and complains about their involvement in the war. When the servants are out of earshot, Lady Olenna asks Sansa for her opinion of King Joffrey. Sansa repeats her usual platitudes, but Lady Olenna and Margaery encourage her to speak freely. Sansa then reveals the horrors Joffrey has put her through, and confesses, "He's a monster." Lady Olenna and Margaery absorb the information, but tell Sansa that the wedding will go on.
On the road to Riverrun, Lord Karstark lets Robb know he no longer has faith in him; the war was lost when he married Talisa. Talisa tries to console Catelyn, but Catelyn pushes her away while she works on a prayer wheel for her children. Catelyn tells her she has crafted them before; the first when Jon Snow fell sick as an infant--after Catelyn wished for his death. Although she made promises to accept him if he lived, Catelyn couldn't keep her word.
Mance Rayder tells Jon the different wildling clans joined him because he told them they would die if they didn't. Jon watches Orell control his eagle and learns about warging. Having entered the eagle's mind, Orell reports that he saw the Fist of the First Men and "dead crows." Further south, Rast tells Samwell Tarly he should stop holding the group back and die. Sam is ready to do so but the Lord Commander orders Rast to see that Sam makes it back to Castle Black.
Bran wakes up from a dream to find Osha and Summer on edge. The boy from Bran's dream approaches, and is taken by Osha, who in turn, is threatened by the boy's sister. The boy introduces himself as Jojen Reed; he has been looking for Bran.
In the Riverlands, Gendry questions Arya's choices for Jaqen H'ghar's kills. "You could have ended the war," he points out. As Arya tries to reorient them towards Riverrun, they are taken by a group of men who identify themselves as the Brotherhood Without Banners.
Shae surprises Tyrion Lannister in his bedroom. Tyrion begs her to be careful--his father is in a hanging mood. Shae tells Tyrion Ros warned her about Littlefinger and Sansa. Tyrion admits that Sansa's beauty will attract suitors of all kinds, prompting Shae to mark her territory.
At his request, Margaery pays a visit to Joffrey as he prepares for a hunting trip. Joffrey digs for details about her relationship with Renly, and she carefully explains he didn't seem interested in women. Margaery then expresses interest in Joffrey's new crossbow and joining him on a hunt, pleasing him even more. "It must be so exciting to squeeze your finger here, and watch something die over there," she murmurs.
After learning about warging, Bran mentions the three-eyed raven, and Jojen says that they've seen it together. The raven gives him sight, into the past, the future, or elsewhere in the present. Bran finds out that Jojen has the sight too--he too dreamed of Ned's execution, and when he told his father, Howland Reed, Lord Howland cried. Bran recalls hearing from Ned that Lord Howland saved Ned's life during the rebellion. Jojen tells Bran his father never talks about the war, but Jojen saw it.
The Brotherhood feed Hot Pie, Gendry and Arya at the Inn at the Crossroads. Arya shows Thoros of Myr some of her water dancing to explain how they escaped from Harrenhal. Just as Thoros sets them free, Anguy delivers the Hound, whom he caught after he passed out. Arya tries to walk past them, but the Hound spots them and calling her "the Stark bitch," exposes Arya as a valuable hostage.
While crossing a bridge, Jaime is able to grab hold of one of Brienne's swords. They square off, and Jaime is impressed by Brienne's skill, even as he taunts her for being unable to fulfill her promise to Catelyn Stark. Their fight is interrupted by a group of riders bearing the Bolton sigil: The farmer sold them out. Jaime tries to buy his way out of capture, but the lead rider, Locke, tells him Robb Stark will have his head if he learns Locke let the Kingslayer go.
Brienne escorts Jaime across the Riverlands to King's Landing. Seizing one of her swords, he engages her in a fight, which is interrupted by Bolton armsmen. After he receives the news of the sack of Winterfell and the disappearance of Bran and Rickon, Robb diverts his attentions from the war against the Lannisters to attend Catelyn's father's funeral in Riverrun, angering Lord Karstark, who seeks vengeance for his sons who were killed by Jaime. Arya, Gendry and Hot Pie also make for Riverrun, but are waylaid by a rebel group, the "Brotherhood without Banners", and are taken to an inn, where the captured Hound reveals Arya's identity. Margaery Tyrell and her grandmother Olenna, the "Queen of Thorns", convince Sansa to tell them about Joffrey's flawed character. Theon Greyjoy is tortured by unknown captors. Bran, Rickon, Osha and Hodor encounter the siblings Jojen and Meera Reed, children of the Stark bannerman Howland Reed. Jojen, who has been sharing Bran's strange dreams, tells Bran that he is a warg, able to enter the minds of animals.