Hannibal angrily refuses and sends for the guard, but is stopped short when Amytis points out errors in his map of Rome. Amytis asks for time alone with Hannibal to make a last request, then beseeches him to spare Rome. They are soon captured and brought before Hannibal, who orders the women executed as spies. Amytis is intrigued by talk of the powerful, manly barbarian, and she and Meta sneak outside the walls of the city to get a look at him. Their wedding banquet commences but is interrupted by the news that Fabius' army has been defeated by Hannibal, who is now only twenty miles from the gates of Rome. Fabius declares that they will marry that evening, or Amytis must enter the temple of the Vestal Virgins. Fabius presses Amytis to set a date for their wedding, pointing out that they have been engaged for seven years, but despite the dictator's obvious devotion, she feels no passion for him. Fabius arrives in the marketplace, with his domineering mother Fabia, who criticizes Amytis on the way home for every aspect of her behavior. Amytis buys him for Meta, and Varius rejoices in his new servitude. While strolling through the marketplace, they come across a slave auction, and Meta is immediately smitten with Varius, a handsome slave captured from Hannibal's army. Summoned for the rest of the day's festivities, Amytis goes to the temple with her slave Meta, but they are too late to attend the ceremony and decide to go shopping instead. Fabius' intended bride Amytis is not present to hear his victory speech, however, having spent the morning happily racing her chariot through the countryside. In ancient Rome, Horatio the historian recalls the day that Fabius Maximus was crowned dictator: Addressing the crowd, Fabius vows to slay the ruthless invader Hannibal of Carthage, whose legions have devastated the country's northern provinces.

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