Julius Caesar's rise to power, from his military success to his decision to return home and seize power from his old ally Pompey.

The life of emperor Nero was as schizophrenic as his reputation is mad. In the first half, his refined upbringing allows him to preside over a brilliant cultural height, symbolized by the Domus Aurea ('golden house'), his unprecedented palace. After the great fire of Rome, which he probably didn't order, his plans to rebuild the capital, completely redesigned, a huge urbanization even by modern standards, ran into such exorbitant costs that taxes even raised extremely couldn't finance it, so he resorted to a recipe for revolt if ever there was one: all the rich (the class in a position to challenge the crown) were ordered to write testaments in his favor, and then massively made to commit suicide or killed, a huge 'confiscation by death'.

In the spring of 66 AD, target-failure by the tax collectors in the province of Iudea makes the Roman garrison turn on them and even the Temple in Jerusalem- a bloody revolt then ousts the governor, installing an independent regime headed by Hanan Ben-Hanan. After a 30,000 strong army was defeated and the whole 12th legion wiped out, emperor Nero, who fears the unprecedentedly serious rebellion may spread throughout the empire, sends upon the retired veteran general Vespasian, who was banished from court for falling asleep during his endless poetry, to take command, assisted by his son Titus Flavius, also a professional officer, from Greece. He fears the Jerusalem defenses and decides to terrorize the rest of the country instead. Ben Hanan tells Josephus ben Matatia, whom he puts in charge of defending Galilea, there is no hope of winning a long war, the goal is to get concessions after a good resistance. A quarter of the Roman troops is approaching, both from Antioch and Alexandria, soon slaughtering tens of thousands of Jews, enslaving even more, so refugees flock to fortifies sites as Josephus' stronghold Jotapata, which he hopes to defend about 50 days. After 47 frustrating days of classical siege Vespasian, shot in the foot, orders Titus to show initiative- a gate is overran by surprise, the fort penetrated, most defenders slain; Josephus' hard core hides in the water well; when negotiations are offered, the others refuse, so Josephus proposes every third man to stab his neighbor, and survives with one friend, Yaakov, so they alone emerge. Josephus predicts Vespasian will soon be emperor as Rome needs a stronger man, and Titus remembers his amazing predictions. The Zealot troops are gradually driven to Jerusalem, where the fanatic Yohanon takes charge and challenges ben Hanan who still hopes a deputation can get a peace from Rome, but is slain in the Sanhedrin, starting two years of Jewish factional strife. Meanwhile Nero is toppled, and Vespasian emerges from the Roman civil war as emperor. He sends Titus to take Jerusalem at any price, with prisoner Josephus as his advisor and negotiator. Yohanon won't hear reason, so the Romans attack in a hurry, passing the first enclosure after 15 days, the second after eight more, but strand at the monumental high, 5 meter thick inner wall. The Jews undermine the massive siege towers and torch them; however their own tunnel collapses, creating a breach in the wall, so they are driven to the Temple. Josephus argues preserving it would make the Jewish people see the Roman victors as instrument of God, so Titus prefers a bloody charge to arson, but it catches fire in the fight anyhow and only the legendary treasure is 'saved', the city population slaughtered or sold into slavery. Titus returns and succeeds Vespasian as emperor in Rome, where Josephus writes his history which this movie is largely based upon. The treasure paid for Vespasian's major monument, the Colosseum.

Since the young Tiberius Gracchus assisted his famous father and namesakes funeral pile, he is destined for even greater fame. The final victory in Rome's 120 year long Punic wars against Carthage, its greatest ever Mediterranean rival, brings him immense glory and the rich unseen wealth, but almost nothing trickles down to the destitute, who keep flocking to the city's squalid quarters; the rich patricians yest removing the military threat of Carthage also removes the best control on them. He learns many veteran families lose everything, even their land, which is taken by the rich. Now he joins the army against a Spanish tribe, the Numantines, which manages to encircle the 20,000 legionnaires and refuses to negotiate with consul Mancinus, but takes the word of Gracchus, for the sake of his father who concluded an honorable peace with them; the troops return, their families rejoice but the senate blames the commanders for a disgraceful surrender and sends Mancinus back stark-naked in chains to denounce it. Tiberius uses his popularity to stand for the office of popular tribune, hoping to counter Nasicas extremist line in the senate. After a political alliance trough marriage with senator Pulcher's daughter Claudia he is elected one of the ten tribunes, and proposes in the legally legislative popular assembly a land reform, without the traditional seeking of senatorial consent, to return the land of destitute citizens. His former friend and colleague Octavius vetoes it, so no vote can be taken; now Tiberius systematically vetoes all court and other public proceedings- Octavius is deposed, the land reform is carried, making him an apparent competitor for absolute leadership. His senatorial enemies now pretend he craves a royal crown and keeps the lands meant for restitution to break his popularity and demand his execution after his tribunician term- Rome risks a civil war, he counts on the people to re-elect him (illegally); in stead a murdering mob kills him and his supporters, starting over a century of social and political instability, which will transform the republic into Caesar Augustus' empire.

Emperors Diocletian's 'Tetrarchy', a hierarchic system of four emperors, fails as they soon fight each-other. Autumn 321, co-emperor Constantines army prepares north of Rome to defeat his tyrannical western rival Maxentius. Clerk Lactantius, whose writings are the major source for this film, tries to convince Constantine to put his faith in the secretive slave religion, Christianity; something in the sky, perhaps a striking meteorite, is taken as a divine sign; he adopts the PX-emblem -crossing Greek letters chi and ro for Christ- to mark his troops' shields, even though the men are reluctant to betray the pagan gods. Maxentius, who just received major reinforcements, bringing his strength to 75,000, lays a trap at the Milvian bridge over the Tiber, but it fails and he drowns. Constantine promises his reign will liberate the people and restores goods and senatorial authority, making his entry a true triumph. Now he turns his attention to the easter half of the empire, and marries off his sister to emperor Licinus, consecrating the final division in two Roman empires, not four, by the treaty of Milan, with a proviso of religious tolerance. In 315 Constantine abandons pagan worship, starts building churches, converting to Christianity in all but name; the senatorial majority conspires against him with Licinus, but traitor Bassianus' attempt at Constantine's life fails. A long war for the soul of the empire follows, till in 324 the raised Christian standard seemingly topples the decisive battle. Licinus' surrender reunites the empire under Constantine. The church council of Nicaea agrees in 325 a creed of the Christian faith and Licinus is strangled. During twelve more years he establishes the new, Christianized empire.

Under emperor Honorius Rome was still the nominal, eponymous capital, but his seat of government was the palace in Ravenna, an Adriatic port closer to the borders under constant threat as irresistible attacks from the east by nomadic peoples like the Huns caused a chain-reaction of westward migrations, forcing people like the Goths (who lived by the Black Sea) to invade the Roman imperial territory. Stilicho had allowed them to live there, but after his disgrace and execution on the instigation of Olympius, the new imperial chief councilor, all 'barbarians' were slaughtered or fled to such remote regions as the mountainous central European province of Noricum, where the Goths await the final assignation of land they were promised; when king Alaric realizes that is no longer Honorius' intent, he decides not to attack his naturally sheltered residence in Ravenna, but to lay siege to Rome itself, no longer properly defended as the imperial army is overstretched by rebellion in Gaul and invasions by other barbarians, especially across the Rhine. The idea was first to extract the treasures of Rome and then the promised land, a rich peace, but the gold and silver brought by a senatorial delegation are less then hoped and Honorius never assigns the land. Olympius makes a failed attempt to bring reinforcements once Alaric had retreated, but his army is slaughtered, causing Honorius to disgrace him in favor of Iovius. Alaric tries to make Honorius concede by 'strongly suggesting' the senate to declare its own 'hero' Attalus the new emperor of Rome, but Jovius soon gets him discredited with the Romans by cutting the food supply to the city from its main source, North Africa. After a peace negotiation is ruined by Sestus, a Gothic former rival of Alaric who became a Roman general but fell out of favor, who on his own attacks Alarics delegation, the king survives but can no longer resist the urge of his own people for action, so he has potential coup leader Berig executed and finally seizes and plunders the Eternal City, then leaves south. Four months later Alaric dies and is succeeded by his brother Athaulf, who marries the Roman Galla Placidia, but from then on Rome is unable to control events and heading for its end by the armed hand of more barbarian invaders.