Robb presents himself to Walder Frey, and Edmure meets his bride. Jon faces his harshest test yet. Bran discovers a new gift. Daario and Jorah debate how to take Yunkai. House Frey joins with House Tully.
The episode opens with Robb Stark and his mother Catelyn looking over the map of Westeros after Robb lays out the disposition of the forces he has and those arrayed against him, and his plan to attack Casterly Rock. Catelyn asks him if he’s sure about it, and he admits he is not. Catelyn tells him it’s dangerous, and Robb replies that if they can seize the castle, it will prove Tywin Lannister is not invincible, and they’ll take away his home, gold, and power.
Catelyn asks why he’s informing her of his plans. Robb tells her that she warned him not to send Theon Greyjoy as an emissary to his father, and now the North is overrun with ironborn, Winterfell is razed, and Bran and Rickon are “gone”. Robb then asks again for Catelyn’s advice. She stares at him a long moment, then down to the map. She asks if he has the men he needs, and at that Robb picks up the marker for the Frey forces and says that he will if Walder Frey cooperates. “If Walder Frey cooperates,” Catelyn repeats.
Then looking at the map again, Catelyn notes that if they do not take the castle before reinforcements arrive, they will be trapped between the army and the sea. Robb says that if that happens, they’ll lose the war and die “the way Father died… or worse.” But Catelyn replies, “Show them what it feels to lose what they love.”
We next see Grey Wind at the head of the Stark column arriving at the Twins. Within the castle, the traditional bread and salt marking the extension of guest right is passed among Robb, Talisa, Catelyn, Edmure, Brynden, and the rest. Lord Walder welcomes them at his hall and table, and formally extends his hospitality and protection in the light of the Seven. Robb thanks him, as Walder takes a bite of bread. Then Robb tells him he’s come to make his apologies and beg his forgiveness, but Walder tells him that he spurned his girls, and the apologies should be to them.
Walder’s unwed daughters and grand-daughters come forward, presenting themselves, as Lord Frey says that one of them was to become queen and now none of them are. He introduces them one by one, among them twins that he says Robb could have had either of them, or both for all he cares. Among the grand-daughters, he loses track of the name of one of them, and after several times she introduces herself as Merry. The last of them is Walder’s youngest daughter, Shirei; he notes she hasn’t bled yet, and that it’s clear Robb hasn’t the patience for that. Robb ignores the jibe and instead makes his heartfelt apologies to the Frey women, saying all men should keep their word, and kings most of all. He lays the blame at his feet, that he loved another—we see Talisa as he says this— but he’ll do all he can to make amends so that the Freys and Starks can be friends once more.
Walder slowly claps, and the girls withdraw. Walder then turns his attention to Talisa, asking her to come closer so he can look at her. She steps forward part way, but he claims his old eyes do not see well enough. Talisa glances at Robb, and he nods to her; she comes even closer. She bows silently to Lord Frey, and he sits back and then quips that what the Starks of Winterfell call “love” is very honorable, but he himself would call it a pretty face—“very pretty, prettier than this lot, that’s for sure”—and a very shapely body. He suggests that though they try to hide her under her clothes, they shouldn’t have brought her to the Twins in the first place if they really wanted to hide her, because he can always see what’s beneath a dress. He then suggests, crudely, that when Talisa takes off that dress, “everything stays right where it is; doesn’t drop an inch.”
Walder then notes that while Robb says he betrayed him for love, he himself thinks he betrayed him for “firm tits and a tight fit.” At that, Robb starts angrily, only for Catelyn to lay a hand on him to restrain him. Walder presses on, saying that he can respect that—when he was Robb’s age, he claims, he would have broken fifty oaths to “get into that without a second thought.” Then he turns to the business of the wedding, and Talisa turns back to join Robb. Walder has room in his hall for Starks, Tullys, and the bannermen present, and he’ll provide tents, food, and ale for the soldiers. Robb—still stinging from Frey’s remarks—thanks him curtly. Walder stands then, and tells them to get ready: “The wine will flow red, the music will play loud, and we’ll put this mess behind us.”
Outside of Yunkai, the Unsullied stand guard at Daenerys’s camp. She, Jorah, Barristan, and Daario are examining a map while Grey Worm stands to one side. Daenerys asks where something us, and Daario points at it on the map, but she cannot make it out. He takes the liberty of going around to her side and moving her hand to the right place. He informs them that it is a back gate that his men use when they go visit the bed slaves in the city. “Them, but not you,” Jorah remarks, clearly dubious. Daario replies that he has no interest in slaves because a man can’t make love to property. When he says that, Daenerys gives him a brief glance and then looks away again. Jorah still seems doubtful.
Daario goes on to say that the gate has very few guards, and that they know him and will let him in. Barristan notes they can’t sneak an army through a back gate, but Daario responds that he’ll kill the guards and take Daenerys’s two best men with him through the back streets to the front gates, which they will open from the inside so that the army can enter. With that, he promises that the city will be theirs within hours. A suspicious Ser Jorah suggests that Daario might instead lead Grey Worm and himself to the slaughter, “cutting the head off our army.” He adds that with that Daario would be paid his fee, and now he would not need to split it three ways since he killed the captains of the Second Sons. Daario smirks and suggests that only dishonest people are so suspicious.
Jorah turns to Grey Worm and asks his opinion, and in Valyrian Daenerys tells Grey Worm that as a leader she wants to know if he trusts what Daario says. Grey Worm states that he trusts them. Daenerys informs them that they’ll leave tonight, and Mormont agrees, saying they’ll get ready. Daenerys’s eyes meet Daario’s before he goes. Ser Barristan Selmy stops Jorah at the entrance to the tent, however, telling him that they could use another sword. At that, Ser Jorah replies that he’s the queen’s guard and then, throwing back his own words, tells him that if they are truly her loyal servants they’ll do whatever needs to be done, “no matter the cost, no matter our pride.” Daenerys is watching as he says it, and can see Barristan’s expression at that.
Beyond the Wall, Samwell and Gilly walk past a stream or lake as Sam tells Gilly that they’re west of Castle Black, but that the Night Fort is the closest to them. He then explains the history of the castle, both its having been the first castle on the Wall and its abandonment in the reign of Jaehaerys I because of its size and ruinous expense to maintain. He then tells her that apart from Castle Black, the Night Fort is the perfect castle for them because there’s a secret sally port—called the Black Gate, reputedly as old as the Wall itself, and not used in centuries “most likely”—that leads straight through the Wall and right down into the Nightfort… provided one knows how to find it, which he happens to do.
Gilly stops, staring at him, and asks how he knows all that. Sam explains that he read about it in a very old book. Gilly turns and resumes the walk haltingly, pausing again to ask if he knows all that from “staring at marks on paper.” She then tells Sam that he’s like a wizard, which makes him smile. They continue on, and Gilly stops to stare up at the Wall far above them. She informs him and her baby that her father used to tell his daughters that no wildling ever looked on the Wall and lived… but there they are, still alive.
In the riverlands, the Hound and Arya ride up to where a carter is trying to fix a broken wagon. The Hound dismounts, and helps Arya down before telling her to remember what happens to children who run. He then informs her that he’ll be her father, and he’ll do the talking. He hands the reins of his horse to Arya before he goes over to the carter, who complains about how he cracked three spokes on his wagon because the condition of the roads is so poor. The Hound asks if he needs a hand, and as the man starts to say he’ll need eight hands, the Hound simply grabs the end of the wagon and pulls it up enough that the carter can get the wheel back in place. He informs the Hound as he does it that he needs to get the salt pork he has to the Twins in time for the wedding, and starts to thank the Hound when Clegane punches him in the face, laying him out on the ground.
The Hound pulls his knife when Arya runs forward, pushing him back and telling him not to kill him. Sandor tells her that dead rats don’t squeak and starts to step forward, when Arya questions how dangerous he is, saying “scary things” to little girls, and killing boys and old people. She says he’s a real “hard man”, and Sandor says he’s harder than anyone he knows. Arya tells him that he’s wrong, that she knows a real killer to whom the Hound would be like a little kitten and that he could kill Clegane with his little finger. The Hound asks if the carter is him, and she says no—and the Hound replies, “Good,” as he goes forward to kill him again. Arya again pushes him and tells him not to kill him once more, and then adds, “Please.” The Hound finally puts away the knife, but informs Arya that she’s very kind, and one day it will get her killed.
Just then, the carter starts to moan and get up. Arya snatches up a broken spoke and hits him across the face, knocking him unconscious once more. She throws it down and marches off to be alone, and the Hound turns to watch her go.
Bran and company are in the North, with Jojen Reed asking where exactly they are. Bran replies that he thinks they’re in the Gift, the land that Brandon the Builder gave to the Night’s Watch for “their sustenance and support”. He notes Maester Luwin taught him that. Meera exits an empty windmill, and wonders why such good land has been abandoned, and Bran replies that it’s the wildlings who are the cause. He then apologizes to Osha, as he explains that they come up over the Wall to raid and steal and carry off women. Rickon interjects that Old Nan taught that the wildlings would turn your skull into a cup and make you drink your blood from it. Osha gives him a look, and he insists that that’s what Old Nan said.
Jojen notes a storm is coming. Bran casts doubts on it, but at that moment thunder can be heard in the distance. Meera says that the abandoned windmill will make good shelter, so they go there. As they do, Osha ruffles Rickon’s hair and tells him that they can drink some blood while they wait, and that she does not need much.
Orell’s eagle flies above a horse breeder’s home, as the old man stares up at it before moving into his hovel. Orell informs them that it’s just one old man with eight good horses. Tormund wonders what one old man is doing with so many horses, and Jon informs him that he breeds them for the Watch. When Ygritte asks what keeps people from stealing them, Jon adds that the Watch protects him… but Orell replies that they aren’t protecting him today. He goes on to say that he must have gold, and Tormund adds that he may have steel. But Jon urges them to simply take the horses and go, as the old man is no threat. At that, Orell looks to Tormund and tells him that he told him that Jon is still a crow. Ygritte points out that the old man will have a better death with a spear through the heart than coughing away his last breath with no livelihood left to him.
Jon persists, warning Tormund that for horse thieves, the Watch might send a few men… but murder will bring a lot more of them. Unfortunately for him, Tormund thinks that’s exactly what he wants: it’s easier to kill them in the open than in their castle. He then commands the wildlings to spread out and surround the hut. They start running across the field… but part way there, Jon purposefully knocks Longclaw against a stone, alerting the horses. Their alarm brings out the old man, who sees the wildlings approaching and flees on one of his horses. Ygritte is about to loose an arrow at him, when Jon calls her name, and she ends up missing her mark; it’s unclear if she missed because he delayed her, or if she became uncertain. She looks back at Jon, and he marches past her without saying anything.
Arya walks forward alone to glimpse the Twins, and realizes how close she is to her family. The Hound, on the other hand, is busying himself by eating pig’s feet. Arya tells him no one will believe he’s a hog farmer if he eats them all, but the Hound says that they’re the best part of the animal. He then tells Arya not to worry as her family is still there. She retorts that she knows that, but he notes she’s been looking at the Twins every five minutes as if she’s afraid they’d move. She insists she’s not afraid, but he tells her that of course she is, that she gets more afraid that she won’t make it to them the closer she gets. He tells her there’s no point trying to hide that fear, he knows fear when he sees it.
Arya points out that she knew fear when she saw it in the Hound, that he’s afraid of fire and that when Beric Dondarrion’s sword went up in flames he looked like a “scared little girl.” She adds that she knows why, as well, because of his brother Gregor pushing his face to a fire “like a nice, juicy mutton chop.” He asks, after a pause, if that gives her any ideas. She says it might. Sandor then tells her to go ahead and try to escape him, and might even make it to the Twins on her own. He adds that that’s the closest she’ll have been to her family since Ilyn Payne cut off Eddard Stark’s head. She turns then, and fixes him with a hard gaze as she promises that one day she’ll put a sword through his eye and out the back of his skull. She turns stiffly and walks away to look at the Twins once more.
In the North, the storm has come and it is raining in the windmill. Bran and company are seated there, waiting. Bran wonders how they’ll get past the Wall, as his uncle Benjen told him it was 700 feet high. He then asks Osha how she got past it, and after a moment she replies that they took a boat and went around the Bay of Seals. Bran replies that it’d take two months to get to the bay from where they are. Osha suggests they could climb straight up the ice, but Bran notes even Hodor isn’t strong enough to climb the Wall with him on his back. Hodor exclaims his name, frightened by the lightning and thunder.
Jojen remarks that there were nineteen castles on the Wall, with only three still manned, and that one of the abandoned castles might give them a way through. Bran replies that Benjen said the gates at those castles were sealed with ice and stone when the castles were deserted. Meera says they can open them up again… but then exclaims that there’s a rider outside. Hodor calls out again, and Osha tries to soothe him, even as outside the old man on his horse tries to yield to the wildlings who’ve caught up with him. Osha asks where Summer and Shaggydog are, and Bran says they’re hunting. Just then, Hodor starts up again as there’s another roar of thunder, and starts to shout. He ignores everyone as they try to quiet him. Jojen insists Bran shut him up before the wildlings hear them, but Bran’s efforts are to no avail as Hodor becomes more and more agitated.
Down below, Orell can be seen looking up at the windmill, having heard something… but at that moment, Bran commands Hodor to be quiet, and suddenly his eyes turn pale and roll up, and Hodor’s also turn blank. He stops, and then slowly collapses into a deep sleep. Orell watches the window, seeing and hearing nothing, while everyone else stares at Bran. Meera asks what Bran did. He insists he did nothing, and he doesn’t know what he did. Then there’s a noise from outside, and Osha steals a peek out the window to say that the horse was dying.
Jon and Ygritte walk up to the old man, who’s on the ground. Orell insists he heard shouting, even after Tormund casts doubts on it. He suggests it might be ghosts. Then he goes to the old man, who draws a knife on him. Tormund says it won’t help him, and he takes it from him and tosses it outside. Tormund asks where the old man meant to go, but he says it didn’t matter. Tormund admits it doesn’t. Orell steps forward and says they need to cut his throat. Tormund stands, drawing his sword, and tells the old man he understands. The man asks him to at least let him stand up, so he can die with some dignity. Tormund offers a hand and helps pull him to his feet. He prepares the killing blow… when Orell tells him that Jon should kill him, to prove that he’s one of them. Tormund stops, and leaves it to Jon.
In the windmill, Jojen notes that the wolves are still out there, implying that Bran should look through their eyes. Bran insists he doesn’t know how to do it by choice, that it’s something that usually only happens in his dreams. Jojen insists that he’s a warg and it’s in his blood, and notes that Bran has just done it with Hodor, and a wolf is much easier to slip into than a man.
Down below, Jon draws Longclaw and holds it to the old man’s throat. The man manages to say that it looks sharp, to which Jon nods. The man starts to mumble a prayer as Jon hesitates. Ygritte insists that Jon do it, as Orell says that his hesitation is proof that he’s still “one of them.” Tormund encourages him to go on with it, and Jon draws his sword back… but stops, and Ygritte dos the job for him, shooting the old man with her bow. Orell draws his sword and says that it’s proof Jon is and always will be a crow, and adds that Ygritte is his crow wife guarding him while she nocks another arrow. Orell adds that Jon will stab them in the back at the first chance he gets. After a hesitation, Tormund commands the wildlings to kill him. Ygritte’s about to lift her bow and shoot at them when Jon knocks her aside and rushes in to clash with Orell. Tormund runs to where Ygritte’s fallen, stopping her from getting at the bow. At the same time, Jon cuts down one wildling who tries to join Orell against him, and continues the struggle.
Tormund grabs hold of a struggling Ygritte and shouts at her, telling her that she can’t die for one of “them.” Up in the windmill, the sound of clashing swords can be heard, and Jojen urges Bran to do it because otherwise they’ll be found if he doesn’t. Bran tries… and his eyes turn pale, and suddenly the direwolves are moving in to attack and kill the wildlings. The attack catches Orell by surprise, and makes it easier when Jon slips beneath a blow and shoves his sword through him. As Orell dies, Jon tells him that he was right the entire time… but Orell’s eyes turn pale just as he falls, and the eagle screams in the sky. Jon looks up, and the eagle crashes into him, tearing at his face. He knocks it away and manages to scramble onto a horse. Tormund and Ygritte stop struggling with one another, and watch him flee.
It’s night in Yunkai. Daario is informing Jorah and Grey Worm that when they hear a songbird, to come; he’s the “greatest in the land” when it comes to whistling, he claims. Then he goes forward to the back gate. A guard challenges him, but when he sees who it is he ushers him through. A few moments later, they hear the whistle. Jorah and Grey Worm slip in, weapons ready… and they find two guards dead, and Daario seated on a cart cleaning sword from his arakh. He notes one of them was quick, before throwing away the cloth he was using. Jorah replies that there might be others, but Daario casts doubts, saying that the Yunkish prefer to have their slaves fight for them.
He speaks too soon, however, as a troop of slave-guards charge at them from all directions. The three men set themselves back to back, and then leap into action, cutting down the guards one by one. At one point Daario flings his stiletto into a guard who was about to stab Jorah in the back, and then Jorah turns and faces the last guard. He neatly sidesteps and cuts him in the back, only for Daario to finish him. Jorah wonders if that’s what Daario calls “a few guards”... but then even more guards rush out of an alleyway to surround them.
At the Twins, the reveling outside is in full swing, as men drink, eat their fill, wrestle, and cheer. In the castle itself, the wedding is more sedate as Lord Walder leads the veiled bride to the septon and Edmure. Edmure looks a this sister, and is clearly nervous. Robb glances back behind him, and Roose Bolton does the same to see the bride approach. Lord Walder stares at Edmure and then turns and lifts the bride’s veil… and reveals that Roslin Frey is the fairest of his daughters, to Edmure’s evident surprise and happiness. She kneels down before him and hopes that she’s not a disappointment to him, and he gladly helps her to his feet and tells her she’s a delight. He cloaks her to bring her under her protection, as she glances to the crowd. Robb, looking back, then looks to Lord Walder… who tilts his head and smiles at him.
Once wrapped in Edmure’s cloak, Roslin and Edmure are wed by the septon, and they repeat the holy vows of matrimony, invoking the Seven. Others in the crowd, including a Manderly knight, watch ... as does Brynden Tully, who looks to where the Freys stand and sees the gazes of several admiring Frey women; he hastily turns back.
In the North, night has fallen as Bran tells Jojen that he was right that he can enter Summer’s mind whenever he wants. Jojen says that beyond the Wall, there are wildlings who can control all sorts of animals, but that Bran can do a lot more than that since he got into Hodor’s mind; Hodor is still deeply asleep. Bran asks if they can’t do that north of the Wall, and Jojen replies that no one can, anywhere. Bran then turns to Rickon and tells him that when he was in Summer, he saw Jon with the wildlings and that they tried to kill him but he got away. Osha suggests he went to Castle Black, and they should go there as well. Bran replies that for all they know, the castle may already be under attack from the wildlings. Osha cuts him off and insists she’s not traveling north of the Wall. Bran replies by telling her that everything Jojen has told him is true, that she herself saw what he did to Hondor, and that he must find the three-eyed raven. Osha tries to stop him, but he presses on, telling her that he’s not asking her to come with him… because it won’t be safe for Rickon.
His little brother insists he’ll come with him, but Bran says that he, Osha, and Shaggydog should go to Last Hearth, seat of the Umbers, who are bannermen of the Starks. They’ll protect them, he says. Rickon insists he’ll come with him, that he has to protect Bran, but Bran says that he has to protect Rickon because Robb is at war and he is going beyond the Wall, meaning that if something happens to them Rickon is the heir to Winterfell. He then turns to Osha, asking if she knows how to find Last Hearth. She replies that the southerners build big castles and they never move, so it will be easy to find. Rickon stands and insists they’re not southerners… and then tells Bran, half weeping, that he doesn’t want to leave him. Osha pulls him to her lap calls him “little soldier,” and promises they’ll have fine adventures. Bran notes that Osha does not have to do what he asks, but she says that his family was good to her when they had no cause to be. She then promises Rickon they’ll be fine, that the Umbers are great warriors and that even she’s heard of them while growing up. She promises they’ll teach Rickon how to swing a sword… and he replies that he already knows how.
Then Osha stands up and prepares to go. Bran protests it’s the middle of the night, but she says Rickon’ll learn to walk in darkness. With that, she tells Rickon to say goodbye, and the two brothers embrace. Meera and Jojen look to Osha then, and she tells them to keep Bran safe: “He means the world to me.” She, Rickon, and Shaggydog are then seen departing into the night.
Outside of Yunkai, Daenerys nervously waits for news while Barristan drinks from a cup. She stands then and strides toward him, saying that they’ve been waiting a long time, and then asking if it is in fact a long time. Barristan silently shrugs. Daenerys note she doesn’t know how long it takes to sack a city, but before Barristan arrives, a bloodied Ser Jorah and Grey Worm arrive. They say that it’s just as Daenerys said, that the Yunkish did not believe until it was too late: the slave soldiers actually threw down their spears and surrendered. Daenerys smiles at first… but then asks after Daario Naharis. Jorah stares at her, speechless, when Daario enters, just as bloodied but carrying the banner of Yunkai. He presents it to Daenerys, kneeling and informing her that the city is hers. Daenerys seems all too pleased.
At the Twins, musicians play “The Bear and the Maiden Fair” as the revels continue. Lady Frey is speaking with Lord Frey’s grand-daughter Merry at his right hand, while Edmure and Rosling sit together at this left. Talisa remarks to one of the Freys that the musicians are good, and he replies that he hopes so, as they cost enough. Robb laughs at someone’s jest, as Roose Bolton watches the feasting. Even Catelyn and Brynden seem pleased. She turns to her uncle and says that Edmure complained all the way from Riverrun, and now they can see how happy he is. The Blackfish replies that the gods love to reward a fool. She protests, but he says that Edmure is his nephew and he loves him ... but he’s a “damned fool” none the less. Catelyn laughs. Just then, a Frey girl comes to pour wine for Roose, but he covers his cup. Catelyn asks if he doesn’t drink, and he replies that he never does as it clouds the senses.
The Blackfish remarks that’s the point, as he holds up his cup. Then he asks if he hasn’t wed a Frey girl, and Lord Bolton admits he had. Lord Walder had offered to pay the bride’s weight in silver as a dowry, so he now has a fat young bride. Brynden laughs, but Catelyn seems less impressed with such calculation; still, she tells Roose that she hopes his new wife makes him very happy. He tells her that she’s certainly made him very rich. Ser Brynden then pardons himself, saying he needs to “find a tree to piss on.” As he goes, Robb remarks to Talisa—seated at a separate table—that he needs to rescue his mother now that she’s alone with Lord Bolton. Talisa replies that his mother is in less need of rescue than any woman she’s ever met. Robb admonishes her to be kind, since his mother is finally starting to like her, but Talisa replies that she likes Catelyn. However, if Catelyn had her way she says that she’d be in Volantis playing her harp and it’d be Robb up at the high table, eating blackberries out of Roslin Frey’s hands.
Robb smiles and suggests that perhaps he made a terrible mistake. She gasps and tries to playfully punch him in protest, but he catches hold of her arm and tells her that striking her king is an act of treason. Talisa grins at that. Robb pulls her close for a kiss but she stops him, saying it will insult the Freys. Just then, Lord Walder speaks up for Robb’s attention. The feasting stops and Lord Walder announces that with the wedding done, it’s time to make Roslin and Edmure man and wife since “a sword needs a sheath, and a wedding needs a bedding.” Everyone starts thumping on the tables, calling them to bed. Robb stands and agrees that if the time is right, by all means, they should bed them. As the crowd cheers and the musicians play, the Frey men grab Roslin and carry her off, starting to strip the clothing from her. The Frey women grab at Edmure, doing the same, and he jests with them to be careful: “Once you set that monster free, there’s no caging him again.” Roose and Catelyn watch them go away, and Catelyn calls Roslin a “poor girl.” Roose says every bride suffers the same, but he was sure Catelyn endured her bedding with grace. Catelyn replies that Ned forbade it, that it wouldn’t be right if he broke a man’s jaw at their wedding night. Roose laughs, and takes his leave.
Talisa, watching everyone go, tells Robb that it’s a very strange custom. He supposes it does seem strange to a foreigner. She wonders if it seems to normal to him, and he replies that it’s a tradition because it’s proof that the lord and lady consummated the marriage. Talisa takes his hand and says there are other ways to provide proof, as she places it on her belly. He asks her if it’s a boy or girl. She smiles, and says she doesn’t know… but if it’s a boy, she knows his name. Robb protests he should have some say in his son’s naming, when Talisa tells him, “Eddard.” Robb stares at her, moved. When she asks if he wants to teach little Ned Stark how to ride horses, Robb says he does, and kisses her. Behind him, Catelyn watches them kiss, then looks away as she notices one of the Freys moving up to shut the doors of the chamber.
Just as the doors close,“The Rains of Castamere” begins to play. Catelyn stares up, troubled. Outside the castle, Grey Wind whimpers in a kennel. Just then, the Hound and Arya ride up on their wagon. Sandor tells the guard that he has salt pork for the feast, but the Frey guardsman says that the feast is over. They can hear the sound of music playing, however, and the Hound notes that it doesn’t sound like it’s over. The guard insists as it is, while a group of Frey men-at-arms hurry past them into the castle. The guard tells them to get out of there, but Clegane goes on that he has pig feet as well. The guard angrily tells him to turn the cart around… but when Sandor glances back, he sees Arya is gone.
In the castle, Lord Walder calls a halt to the music and addresses Robb. Catelyn and Roose sit down at a table together as Lord Walder says he’s been remiss in his duties as a host, as he has yet to show him the hospitality he deserves. Catelyn, moved by some premonition, has her eyes drawn to Roose Bolton’s arm as it rests on the table. As Lord Walder informs them that his new queen deserves a wedding gift, Catelyn pulls back the sleeve to reveal that Lord Bolton is wearing chainmail armor underneath. She stares at him, he stares back, and she suddenly stands and slaps Bolton as she shouts Robb’s name. Bolton runs from the table to one side… and a Frey pulls a knife from his sleeve, comes up behind the seated Talisa, and stabs her repeatedly in the belly. There’s cries of shock and outrage, but as Robb starts forward, the musicians in the gallery reveal themselves to be armed with crossbows and let loose their bolts. Robb is hit several times and falls, and many of Robb’s men as well as Freys on the floor take out knives and stab and cut the throats of more of them. Lord Walder watches it all. Even Catelyn is hit in the back with a bolt, and falls to the ground.
As Lord Walder watches the slaguhter, he smiles happily. There are screams and cries as Lord Walder drinks his wine. Outside the castle, there’s a hive of activity as Frey soldiers go up to where some of the northmen are enjoying their meal. When one of them asks if the feast is over, a Frey man-at-arms says it is… and suddenly he and his compatriot take out their blades and murder the men. All along, Arya is hidden behind a group of barrels, watching the bloody scene. The Frey men walk past, not seeing her, and Arya hears Grey Wind battering the door of the kennel. She runs up, trying to get close, and sees the direwolf staring out through the kennel window. Just then, a troop of Frey crossbowmen arrive, set their crossbows at the opening… and let loose: Grey Wind whimpers, and Arya can see it as the direwolf’s eyes close. She gets up and starts to run to the castle when Sandor finds her and tells her it’s too late. She turns and tries to continue, but he punches her in the back of the head and slings her over his shoulder.
In the feast chamber, there are moans and cries as the last of Robb’s men are dying, and Catelyn drags herself beneath a table. Robb gets up to his knees and crawls over to Talisa. Lord Walder says, “The King in the North arises.” Robb takes Talisa in her arms, but she is already dead. Catelyn sees that beneath Lord Walder’s table, his wife is cowering… and she takes up a fallen knife and rushes over to drag her from the table, holding the knife to her throat. She calls on Lord Walder to end it, beginning him, saying that Robb is his first son. She swears by the old gods and the new if that Walder ends it, they will forget it and will not seek vengeance. Walder angrily retorts that she already swore him one oath in his castle, that her son would marry his daughter. Catelyn offers to become a hostage if only Robb will be allowed to leave. She exhorts Robb to go, as he kneels and stares at his dead wife. Catelyn begs, but Robb doesn’t respond.
Lord Walder asks why he should let Robb walk away. Catelyn swears on her honor as a Stark and as a Tully that if he does not let Robb go, he will cut the throat of his wife. As Robb struggles up to his feet, Lord Walder replies coldly that he’ll find another wife. Robb calls to his mother… when Roose Bolton appears, facing him, and informs him that the Lannisters send their regards. He stabs Robb with a dagger, and Robb dies. Catelyn screams in agony, and cuts Lady Frey’s throat. The blood sprays and the body falls, but Catelyn stands there, catatonic, staring at her dead son. A Frey appears behind her, takes her shoulder with one hand, and cuts her throat in turn. She stands for a moment, two, as the blood pours from her… and then she, too, falls dead.