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Caesar (Cesare) enters Alexandria with his general Curius (Curio) and his army. They are met by Cornelia and Sextus (Sesto), the wife and son of Pompey, who have come to sue for peace. Caesar agrees to embrace his enemy, but at that moment Achillas (Achilla), general of Ptolemy (Tolomeo), arrives with a greeting and gift from his king: Pompey鈥檚 severed head. Disgusted, Caesar sends Achillas back with an angry message for Ptolemy and a threatening promise that he will meet with the king at his palace before nightfall. Cornelia laments her loss and Sextus swears to avenge his dead father.

In the palace at Alexandria, Cleopatra plots to take sole possession of the throne. When she learns of Ptolemy鈥檚 betrayal of Pompey from her servant Nirenus (Nireno), she resolves to visit Caesar鈥檚 camp and win his favour and aid. She and Ptolemy bicker before she steals away. Achillas tells Ptolemy of Caesar鈥檚 angry reception of his gift and offers to accomplish his murder if Ptolemy grants him Cornelia as a reward. Ptolemy fears the growing strength of Rome under the leadership of Caesar and agrees.

At his camp, Caesar presides over Pompey鈥檚 funeral rites. Cleopatra presents herself to him disguised as Lydia, a handmaiden in the palace, of noble birth but robbed of her birthright by Ptolemy. Captivated, Caesar promises to help her. Cleopatra and Nirenus watch as Cornelia pays her last respects to her dead husband. Cornelia and Sextus plan together to kill Ptolemy. Cleopatra, still disguised, comes forward and pledges the support of the Queen of Egypt, offering them the services of Nirenus as a guide into the palace.

Caesar meets with Ptolemy in an interview of frosty diplomacy. Nevertheless, he cautiously accepts the king鈥檚 invitation of hospitality. Cornelia and Sextus confront Ptolemy. He is struck by Cornelia鈥檚 beauty, but when Sextus challenges him to combat, he orders their imprisonment. Achillas offers Cornelia her freedom in return for her favors, but she angrily refuses. She and Sextus bid each other a sad farewell before the guards separate them.

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With Nirenus鈥檚 help, Cleopatra has arranged an entertainment at the palace to further ensnare the interest of Caesar. He arrives and is enchanted by her song. Nirenus assures him that 鈥淟ydia鈥� is deeply attracted and will wait for him later that night in her apartment.

Cornelia, now a prisoner of Ptolemy, laments her fate. She repulses Achillas once more, only to be met by the advances of Ptolemy himself. She resolves to take her own life but is saved by Sextus. He has escaped from prison with the aid of Nirenus, who also brings the news that Ptolemy has commanded Cornelia to become one of his concubines. He will help to smuggle Sextus into the harem as well, where, unguarded, the king will be at his most vulnerable.

Cleopatra waits for Caesar in her apartment, pretending to be asleep when he enters. Their tryst is interrupted by Curius, who has overheard Achillas鈥檚 assassins searching the palace for Caesar. Cleopatra reveals her true identity to Caesar and begs him to fly to safety. Caesar refuses and goes to face his enemy. Cleopatra prays to the gods to preserve him and the love she now truly feels for him.

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Ptolemy, secure in his harem, lays aside his arms. He throws a white veil to Cornelia in token that she is to be his that night. Sextus steals in and tries to use Ptolemy鈥檚 sword to kill him but is disarmed by Achillas, who summons the king to war: Caesar is believed to have plunged to his death in the harbor during the previous night鈥檚 assault, but Cleopatra has fled to the Roman camp and mustered an army to march on the palace. Ptolemy prepares to lead his troops, but refuses Achillas the promised reward for Caesar鈥檚 death: Cornelia is to be his own prize. A furious Achillas decides to switch his allegiance to Cleopatra.

Ptolemy鈥檚 troops are victorious in the battle and Cleopatra is taken prisoner. Her brother promises to take a terrible revenge, but she faces death with courage. Caesar, meanwhile, is not dead: the sea has cast him up onto the shore. Far from his armies, he prays to the wind for help. Sextus and Nirenus stumble across the wounded Achillas dying on the beach. Overheard by Caesar, he gives Sextus a seal that will give the bearer authority to command his troops. As Achillas dies, Caesar takes the seal from Sextus and leaves to assemble a force to storm the palace. Sextus finds new hope. Revenge will soon be his.

In prison, Cleopatra has prepared to take her own life. Caesar breaks in with his troops and rescues her. He sends her to the port to rally her armies and leaves to wage war on Ptolemy. Cleopatra rejoices.

Believing himself to be victorious, Ptolemy sees no obstacle to his pursuit of Cornelia, but Sextus at last seizes his chance and kills him.

The battle has been won and Caesar crowns Cleopatra as sole Queen of Egypt. She declares her allegiance to the Roman Empire. The lovers sing and all welcome the arrival of peace.