Arya Stark travels up the Kingsroad with a ragtag group of Night's Watch recruits, led by Yoren. When gold cloaks approach their camp, she immediately hunkers down, fearing that they're searching for her, but it turns out the men have been sent for Gendry, one of the sole surviving bastards of Robert Baratheon. Yoren tells the guards that his travel companions belong to the Night's Watch now, and draws a dagger against the inside of the lead rider's thigh. "You could die here at this crossroads," Yoren tells him. "Or you could go back to your city and tell your masters you didn't find what you were looking for." Infuriated, the City Watchmen leave.
Inside the Red Keep of King's Landing, Tyrion Lannister returns to his chambers and finds Lord Varys talking with Shae. The spymaster makes it clear that he knows who Shae is and that Tyrion was forbidden from bringing her to court. Tyrion listens to his veiled threats but responds in much more concrete language: "I am not Ned Stark," he tells Varys. "I will have you thrown into the sea." The eunuch, however, is not intimidated. The men leave together to attend a Small Council meeting, where Cersei Baratheon tears up the peace terms offered by Robb Stark. Tyrion sarcastically points out that her brand of diplomacy hasn't gotten them very far.
Outside Craster's Keep, the men of the Night's Watch tend to their camp when Samwell Tarly spots one of Craster's wives - a girl named Gilly - cowering in the face of Jon Snow's direwolf, Ghost. Sam shoos the creature away and talks to the girl, who's obviously terrified for other reasons as well. Sam brings her to Jon and explains that she'll need to leave with them - she's pregnant. Gilly is convinced she's having a boy, but is too afraid to tell the men what that means. Already on dangerous ground with Craster, Jon says no.
Far across the world in the Red Waste, Daenerys Targaryen waits for any word from the three riders she sent out in search of safe haven. A riderless horse arrives with the severed head of Rakharo stuffed in its saddlebags. Grieved and enraged, Dany swears revenge for the murder, but her hope for escaping the wasteland has only diminished further.
Tyrion dines with Janos Slynt, commander of the City Watch, and asks him about the murder of Robert's bastard at the brothel. Tyrion suspects that the order came from the queen, but Slynt evades the topic. Tyrion pushes harder in a different direction, pointing out that Slynt was paid off to betray Ned. When the commander takes offense, Tyrion makes his final move. "Considering that you betrayed the last Hand of the King, I just wouldn't feel comfortable with you lurking about," he says as Bronn - the new commander of the gold cloaks - appears to escort Slynt to a ship bound for the Wall. Later, Cersei is annoyed at the decision, but Tyrion explains to her that she's losing the common people. "You've given them their rallying cry," he tells her: "The queen slaughters babies." From her silence, he realizes that she didn't give the order to kill Robert's bastards - Joffrey did.
Theon Greyjoy sails into the Iron Islands, spending his time below deck with the homely captain's daughter he's taken as his "salt wife." He abandons the girl once they make landfall, but he's put off that no one on the docks gives him proper respect as the heir to Pyke. Only a young woman takes any interest in him, offering a ride to the castle. He tries to impress her with his highborn status, and she gamely flirts back at him. "You'll tell your grandchildren about this night," he promises her. When he arrives to meet his father, Balon Greyjoy, the Lord of the Iron Islands is not impressed with by the soft, overdressed man his son has become. Balon is much fonder, however, of the young woman Theon rode in with - Yara, the sister Theon hasn't seen since he was a boy.
Davos Seaworth meets with his old friend, the pirate Salladhor Saan, to secure a fleet of ships to back Stannis Baratheon's forces. Davos promises him a rich retirement after Stannis wins the war. "Come with me and plunder the greatest city in Westeros," he offers. Saan agrees, noting that Davos is the most honest smuggler he's ever met. Davos reports the news to Stannis, who then dismisses him for private time with the priestess Melisandre. Stannis confides in her that he's concerned about Renly's strength, but she tells him to have faith - she's seen his victory in the flames. She opens her robe and offers herself to him, "I will give you a son, my king." Lured by the added temptation of a true heir, he takes her on the map table in his war room.
North of the Wall, Jon is woken by the sound of Craster leaving his keep with an infant in his arms. Jon follows the wildling through the forest and is chilled to hear the icy language of the White Walkers echoing through the trees. He draws his sword and rushes toward the sounds of the baby's cries, until he can see a dark figure lift the child from the ground. Hearing a sound behind him, Jon spins around - and Craster strikes him to the ground.
Returning to his home of Pyke after nine years as the Starks' ward, Theon Greyjoy is reunited with his sister, Yara, and his father, Balon, who despises Theon for his Northern ways and intends to win back his crown by force. Cersei rejects Robb Stark's terms and Tyrion exiles Janos Slynt, head of the Gold Cloaks, to the Wall, promoting Bronn to commander of the watch. On the road to the Wall, Arya reveals her true identity to Gendry. North of the Wall, Samwell Tarly is approached by one of Craster's daughters, Gilly, who is pregnant and fears for her unborn child; Jon is reluctant to help her despite Sam's pleas. In the Red Waste one of the horses returns to Daenerys with the severed head of its rider in a pouch, a message from one of her enemies. On Dragonstone, Davos Seaworth recruits the pirate Salladhor Saan to Stannis's side, and Stannis has sex with Melisandre to obtain the son his wife cannot give him. Jon discovers that Craster sacrifices his sons to the White Walkers.
Returning to his home of Pyke after nine years as the Starks' ward, Theon is reunited with his sister, Yara, and Balon, who despises Theon for his Northern ways and intends to win back his crown by force. Cersei rejects Robb's terms and Tyrion exiles Slynt, head of the Gold Cloaks, to the Wall, promoting Bronn to commander of the watch. On the road to the Wall, Arya reveals her true identity to Gendry. North of the Wall, Tarly is approached by one of Craster's daughters, Gilly, who is pregnant and fears for her unborn son; Snow is reluctant to help her despite Tarly's pleas. In the Red Waste, one of the horses returns to Daenerys with the severed head of its rider in a pouch, a message from one of her enemies. In Dragonstone, Davos, Stannis's henchman, recruits the pirate Salladhor Saan to Stannis' side, and the latter has sex with Melisandre to obtain the son his wife cannot give him. Snow discovers that Craster sacrifices his sons to the White Walkers; in response, Craster knocks Snow unconscious.
Arya is crouching in a stream, taking a piss. She is away from the others, as she doesn't want them to know that she is really a girl. When she's finished she pulls her pants back up and walks back to everyone else. On her way back, one of the men in the cage calls out to her, referring to her as 'boy.' She demands to know what he wants, and he - referring to himself in third person - says he wants a drink. Rorge, one of the other men in the cage, threatens that he'll skin Arya if he doesn't give them beer. The polite man acknowledges he knows 'Arry's' name, and introduces himself as Jaqen H'ghar. When Rorge keeps yelling at Arya, she hits him with a stick. Angered by this, Rorge threatens to rape Arya up the ass with the stick. She backs away, and Jaqen smiles, admiring Arya's courage, if not sense. Gendry walks by and says that Yoren warned them not to talk to those three in the cage. Arya defends herself by saying she isn't scared of them, to which Gendry says that she's stupid, because they scare him. Two gold cloaks ride up on horses, and Arya wonders what they're doing so far from King's Landing. Fearing they are looking for her, she hides. She confesses that they are looking for her to Gendry. Yoren approaches the gold cloaks, one of whom shows Yoren the royal warrant that he possesses, explaining that one of the recruits is wanted. Yoren dismisses this by saying that since they've joined the Night's Watch, they are officially out of reach to the Iron Throne. When the gold cloak draws his sword, Yoren pulls out a knife and holds it to the man's thigh. Yoren threatens to cut his artery, which would leave him bleeding out. He takes the sword and tosses it to the ground, before telling the gold cloaks to be on their way and leave them be. The gold cloak announces that he's looking for Gendry, and says whoever gives him up will be rewarded. He and his companion then turn and leave. Yoren and the rest of the recruits stare at Arya and Gendry. Tyrion enters his chambers to see Varys and Shae sitting at the table, talking. Varys tells him that they were just discussing Tyrion's bravery at the Battle of the Greenfork and how Tyrion and Shae met in Lord Tywin's kitchens. Varys jokingly wonders at the truthfulness of the story, but Tyrion dismisses his doubts. Varys makes a veiled threat to Tyrion, regarding the fact that Tywin didn't want Shae to accompany Tyrion to King's Landing. Varys assures them that he is very good at keeping secrets from his friends, however. He gets up to leave when Tyrion stops him from opening the door. He says that he doesn't apreciate threats, and that he knows what Varys is doing, unlike Ned Stark. Varys says that Eddard Stark was a man of honor, to which Tyrion says that he isn't, and that he'd have Varys killed if he ever threatened him again. Varys responds by saying people often find it quite hard to kill him. Both of them then leave the room. In the Small Council chamber, Cersei hears Robb Stark's terms as delivered by Ser Alton Lannister before swiftly rejecting them all by tearing up the paper. Tyrion suggests they at least send Eddard Stark's bones back as a sign of good faith. Cersei instructs Alton to give Robb Stark their reply, and asks if he saw Jaime while in the Stark camp. Alton says he did, and that his spirit wasn't broken. Cersei tells him to inform Jaime that he hasn't been forgotten. Tyrion bids Alton farewell, and he leaves. Grand Maester Pycelle informs the Small Council of the trouble the Night's Watch face. Tyrion reads a letter from Jeor Mormont and is troubled by what is written. Cersei and the rest of the Small Council dismiss it all jokingly and leave. Dolorous Edd is entertaining Sam and Grenn with a story from his past when Sam makes a comment about Craster's wives. He says it's greedy of him to have so many, and that he misses girls. Grenn tells a story about a girl he knew before he joined the Night's Watch. Sam hears a scream and sees Gilly backing away in fear from Ghost, Jon's direwolf. Sam goes over and sends Ghost away. Gilly is thankful, but warns Sam not to touch her. Gilly comments on how brave Sam is. Sam brings Gilly to Jon, who is sharpening his sword Longclaw. Jon is angry that Sam is talking to one of Craster's wives, and after being introduced to Gilly he chastises Sam for his stupidity. Sam says that all Gilly wants is to be taken away from here, as she is pregnant, and is worried what will happen if she has a boy. Jon apologizes and says that it's impossible for them to take her, as they are going into wildling territory. Gilly walks away disappointed, and Sam is upset at Jon for refusing to help. Jon explains the situation to Sam and says he is sorry, but it can't be done. Sam walks away upset. As Daenerys, Jorah and the khalasar rest - starving, thirty, lost and hot - they see a riderless horse approach. Ser Jorah gets up and goes over to the horse. He looks into the saddlebag and sees the severed head of Rakaro. Daenerys and Irri come over, and Irri collapses onto the ground, crying and screaming in grief. Daenerys promises that they shall lay him to rest, so he can ride in the night lands, but Irri says without a body he will be lost. Theon looks with pride and excitement at Pyke, the seat of his father and House Greyjoy, and the most prominent castle on the Iron Islands. He goes below deck to where the Captain's Daughter is awaiting, sitting naked on the bed. She asks Theon what it's like seeing his home after so many years, and he answers that it seems smaller. The girl responds by saying her father's cabin used to seem huge to her, and now it's so much smaller. Theon unlaces his pants as he tells the Captain's Daughter about the Iron Islands and their culture. As he starts having sex with her, she begs him to take her as his salt wive, but he says her place is on this ship. She says that once he is gone her father will beat her for being a whore. Theon dismisses this, saying he hasn't payed her. He tells her to smile with her mouth closed, and to stop talking about her father. He then turns her onto her hands and knees and begins taking her from behind. Later that day, a visitor in Littlefinger's brothel watches through a peephole as a whore has sex with a customer. She is riding him backwards. The man spying is also with a whore. She is performing oral sex on him. Spying on him is Littlefinger. Hearing commotion, Littlefinger turns away and sees a man storm out of a room, his clothes half undone. He tells Littlefinger that he barely touched his whore, and she just started crying. Littlefinger calms the man down and offers him another whore, Armeca. He wipes a line of cum off her face before handing her off to the man. He then investigates what the problem is. He finds Ros sitting on a bed, her clothes still on, crying. He asks her what is wrong, and she admits that it's what happened the other day, when the gold cloaks burst in and killed Barra. Littlefinger agrees that that was handled poorly. He then goes on to tell Ros a story of a very expensive woman he knew who displeased her master, so she was sent to another man who specialized in changing and doing things with women. He said that she didn't end up happy, but that the man who sold her was reimbursed for his trouble. The veiled threat gets across to Ros, who promises she will stop crying and get back to work the next day. Littlefinger says he's happy and leaves. That night, Tyrion has just finished having dinner with Janos Slynt. Podrick Payne, Tyrion's new squire, pours them some wine and leaves. Tyrion inquires about the trouble in Littlefinger's brothel the other day, to which Janos Slynt says it was nasty but necessary business. Tyrion wonders how killing babies is helpful to defending the realm. When Slynt says it was merely his orders to do so, Tyrion says that it must have been the queen who ordered it, as she had always been a jealous woman, and was the most likely person to want Robert Baratheon's bastards dead. Tyrion asks Slynt if it was him who gave the order for the gold cloaks to betray Eddard Stark in the throne room. Slynt confirms it was, and says the man was a traitor who tried to buy his loyalty. Tyrion scoffs at this, saying that Eddard Stark must have had no idea Slynt had already been bought. Slynt exclaims in anger to Tyrion's implication of dishonor. Tyrion assures Janos that he wasn't questioning his honor, but rather denying its entire existence. Slynt angrily throws his chair back and stands up, saying he will not take such insults from a dwarf. Bronn appears next to Slynt, and Tyrion informs him that Bronn has been appointed new Commander of the City Watch. Tyrion orders Slynt to be arrested. Slynt says that the queen was the one to make him a lord, but Tyrion dismisses this by saying that he's a fool to believe the queen is his friend. Tyrion announces that Slynt will be put on a ship and taken to Eastwatch-by-the-Sea, before walking to Castle Black. Outraged, Janos Slynt declares that his friends at court will not allow this, but Bronn has the gold cloaks drag him out of the room. Bronn sits down and pours himself a glass of wine. Tyrion asks him if he would, without question, murder a baby. Bronn says that he would ask how much, first. While washing out pots and pans in a stream, Lommy, one of the young recruits, says they should yield if the gold cloaks come back, since it's only Gendry they want. He says he doesn't want to be in a battle. Hot Pie announces that he isn't afraid of a battle. Arya mocks Hot Pie by saying he would fill himself if he ever got close to a battle. Hot Pie defensively says he's seen plenty of battles, specifically one where a man stabbed another man outside a tavern in Flea Bottom. Lommy says that just because two men fought, doesn't mean it was a battle. Hot Pie clarifies that since one of them wore armor, it was a battle. Arya says that Gendry is an armorer's apprentice, and tells Hot Pie to tell Gendry his story. Gendry says that it wasn't a battle, and that anybody can buy armor, not just knights. Arya follows Gendry away and asks what the gold cloaks wanted with him. When he says he doesn't know, Arya names him liar. Gendry says he doesn't want anything to do with them, since no good has ever come from their questions. When Arya asks him to clarify that statement, he says that he was asked questions by two Hand's of the King, first Jon Arryn, and then Eddard Stark. Arya asks what he wanted to know, to which Gendry says that he just wanted to know about his mother. When Arya asks Gendry about his mother he says he didn't really know her, and that her father was probably some random person, possibly even a gold cloak. When Gendry asks Arya about her family, she reveals that Eddard Stark was her father. Gendry is shocked, and starts calling her m'lady, which infuriates Arya. She begs him not to tell the others, and he promises. When Gendry mocks Arya one more time with m'lady, she pushes him over and walks away. Theon arrives at Lordsport, where he introduces himself to a local fisherman. He seems completely unimpressed, much to Theon's annoyance. He gives the man some money to take get him a horse to take him up to Pyke. A woman then introduces herself to Theon. He is impressed by her, and she offers to ride with him up to Pyke. Theon accepts, and tells the man to have his things sent up to the castle. As they ride along the coast, Theon begins to touch the woman he is riding with. He first puts a hand down her top and fondles her breast, before putting his hand down her pants, and rubbing her there. She warns him that they might have an accident if he keeps up with this. Theon promises her that tonight she will have a story to tell her grand-kids. She laughs and says she doesn't think it will be a story appropriate for children. Theon enters his father's solar and introduces himself. His father remarks that it's been nine years since he last saw him, and wonders what he's come back as. When Theon says that he is his heir, Balon Greyjoy dismissively says "we shall see." Balon then asks Theon if the pendant he has around his neck was payed for in gold or if he payed the iron price for it. When Theon says he bought it, Balon rips it off and says he will not have his son dressed as a whore. Theon presents his father with Robb Stark's offer of allegiance, but Balon is not pleased by this. He says that Robb Stark has sent him hear like a raven, and that Theon has become a Stark, much to Balon's fear. Theon insists that he is ironborn, but his father ignores him, and asks Theon if he'd forgotten his brothers, who died fighting Eddard Stark. Theon offers to lead the attack himself, should Balon accept Robb's terms, and Balon is surprised. Theon wonders who else would, and the woman he met at Lordsport enters the solar. Theon said he told her to wait outside, but she strolls right in and stands next to Balon, who puts an arm around her shoulder. Theon realizes this is his sister Yara, and is shocked. He says that she can't possibly lead men into battle, because she's a woman. She and Balon assure him that she is more than capable, and is still very much ironborn in her ways. Balon burns the letter that Theon brought him, and says that he will take his crown, not be given it as reward. Theon tells him that he can't possibly hope to fight the Lannisters on his own, but Balon asks, "who said anything about the Lannisters?" Salladhor Saan, an old pirating friend of Davos, inquires as to why he should join the cause of the king who has the smallest army. Davos assures him that Stannis is the best option, as he has the best claim and is the most honorable and dutiful. When this doesn't convince Salladhor, Davos promises him gold from the treasury in King's Landing. Salladhor says he also wants to fuck the queen, and when Matthos insists that she won't allow this, and it would be rape, Salladhor laughs this off and insists he would be fucking her, not raping her. Salladhor finally agrees to join Stannis' cause, and says he will supply thirty of his ships. After Salladhor has departed, Matthos insists that Davos take up reading and worshiping the Lord of Light. Davos refuses, saying that the only god he needs or supports is Stannis Baratheon. He says that without him, he and his family would not have a good or prosperous future. Davos says that he owes everything he has to Stannis. Matthos says that while Stannis is his king, he is only a man. Davos laughs at this and tells his son not to say that to the king. Later, Cersei confronts Tyrion about this, saying he had no right to exile Janos Slynt. Tyrion says as Hand of the King he had every right, but Cersei insists that he's only serving as Hand until their father gets back to the city, and in the meantime, her power as Queen Regent overrules his as Hand. Tyrion tells her that she's losing support of the people, but Cersei doesn't care. Tyrion says that when winter comes and half the peasants die of starvation, the other half will rebel and try to overthrow her. He says that she's given them a rallying call - the killing of babies. Cersei is surprised at this accusation, and Tyrion realizes that it wasn't her that ordered it, but Joffrey. Cersei shares how paranoid thoughts on how ruling should be, and says that she is the only one that takes it seriously. Tyrion makes a joke about Jaime and Cersei's incest, which angers Cersei. She in turn says how the biggest joke of Tyrion's life was when he was born and killed their mother in birth, and all for a dwarf. Cersei gets up and leaves. That night, Davos and Matthos await Stannis in the Chamber of the Painted Table. The king and Melisandre enter, and Davos tells Stannis that they have Salladhor's support. They argue briefly over whether Salladhor can be trusted before Stannis dismisses Davos and his son. As they are leaving, Melisandre whispers something into Matthos' ear. When they are gone, Stannis asks what she whispered, and she said, "death by fire is the purest death." Stannis agonizes over the fact that his brother Renly has far more men than he does, and that he can't possibly hope to defeat him in the field of battle. Melisandre offers an alternative, saying that he is the Lord's chosen warrior, and that she will give him a son. She opens her robe and approaches Stannis. The king says he has a wife, but Melisandre dismisses this, saying that she is sickly and locked up in a tower, and that she has given him no sons. Stannis eventually relents and pulls Melisandre up onto the table before thrusting into her while she moans. That night, Jon watches as Craster takes a newborn boy into the forest. Jon follows him, and watches as Craster puts the child down and walk away. The child is then picked up by a White Walker, much to Jon's shock. Unsheathing Longclaw, Jon runs through the trees to get closer. He is crouching behind a tree when he is found by Craster and knocked unconscious.