Welcome back to Westeros, where last night everyone got good and spooked, and we learned a lot more about this country, especially its weather. When last we met:

* Lord Stark (Sean Bean) was on his way to King’s Landing to be the King’s Hand

* Stark’s bastard son, Jon Snow (Kit Harrington) was on his way to the northern Wall to take up a life of celibate guardianship against the grumpkins and snarks on the Wall’s other side

* Stark’s (legit) son Bran (Isaac Hempstead-Wright) was recovering from being tossed out a tower window by the Queen (Lena Headey) and her lover, her twin brother Jaime (Nikolaj Coster-Waldau, who’s name I can now, improbably, spell without checking)

* Stark’s wife Catelyn (Michelle Fairley) was on her way in secret to King’s Landing to tell Ned Stark the Queen and Jaime were probably behind Bran’s “accident”

* Daenerys Targaryen (Emilia Clarke), daughter of the deposed king, was on her way to getting the hang of being a Dothraki warlord’s wife

* And last but certainly not least, the Queen’s dwarf brother Tyrion (Peter Dinklage, go Green Wave!) was being witty about, you know, everything

The flaming compass rose in the sky sparkles and thunders over King’s Landing’s towers, the Kingsroad, Winerfell’s big white tree, the Wall and its freight elevator, and then across the sea to the Dothraki lands. So, same as last week. We’re on familiar ground.

But Ned Stark and his family are not. On horseback, Ned rides into King’s Landing -- clearly, a MUCH fancier place than that pit stop they made at the end of last week -- followed by his daughters Sansa the Wimp (Sophie Turner) and Arya the Too-Darn-Brave-for-her-Own-Good (Maisie Williams) on a wagon.

And it must be said, they look terribly provincial.

HBO knocked itself out with King's Landing – it's a Mediterranean metropolis, built of warm peachy-colored stone that swirls into columns and archways around avenues of palm trees. It looks like Rome, but with dollops of Turkish architectural details.

No sooner do they enter the gates than someone official looking, in the black leather vest-thing that seems to be the three-piece-suit of this world, bustles up to grab Ned and propels him into his first...council meeting. That sounds exciting. No wonder he didn’t want this job.

Ned sends his daughters off, promising to be “back in time for supper.”

He is about to follow Three Piece Suit, but the guy hesitates and asks, “If you’d, um, like to, ah….change into something more …appropriate?”

Ned stares at him a minute, takes off his riding gloves, and tilts his head. Sean Bean has come across as mostly fatherly thus far, but apparently he’s been taking bad-ass lessons from somebody.

Ned enters the castles through a series of giant doors thrown open before him by guys in pointy helmets, with chain mail draped over their faces. And we’re in the throne room. It looks like a church – tall stained-glass windows, columns covered in carved vines, a cavernous space.

At the far end of the room is a raised dais with a throne on it – the throne, as you've seen in every advertisement for "Game of Thrones," is an impressively ugly thing made of up of hundreds of swords soldered together. Near the bottom of the steps going up to the dais is….Jaime, the Queen's secret-lover-brother. He's in his own fancy armor, which is all over scrolls and whirligigs in pale bronze – it's armor by Oscar de la Renta. Jaime and Ned immediately start playing the dozens:

Ep. 3 Clip - Jaime and Ned in the Throne Room

Jaime: Thank god you’re here, Stark. It’s about time we had some stern Northern leadership.

Ned: Glad to see you’re….(sarcastic pause)….protecting the throne.

J: Sturdy old thing. I wonder how many king’s asses have polished it? What’s the line – the king [craps] and the hand wipes?

N: That’s very handsome armor. And not a scratch on it!

J: People have been swinging at me for years. They always seem to miss.

All of which is cute as far as it goes, but then it gets nastier, and for the first, but not the last time in this episode, we get a giant chunk of backstory dropped on us. Jaime says it must be “strange” for Stark to be in this room – because it was here that Stark’s father and brother were burned alive by the last king, the mad Targaryen king (Viserys and Daenerys’ Dad, I presume). And the king’s 500 courtiers, Jaime among them, just stood around and watched. The room was “silent as a crypt, except for the screams and the mad king laughing,” Jaime recalls.

Jaime: When the mad king died, I remembered him laughing as your father burned, and it felt like justice.

Ned: Is that what you tell yourself at night? That you were avenging my father when you stabbed Aerys Targaryen in the back?

Jaime: If I had stabbed him in the belly, would you admire me more?

Ned (sneering): You served him well, when serving was safe.

And since Jaime can’t seem to come up with a witty comeback for that one, Ned’s declared the winner and walks away.

Ned stalks into the council room. He's greeted by a baldie in a silk bathrobe, who offers Ned “condolences” for the trouble he met on the road, and adds that he’s praying for Prince Joffrey’s swift recovery.

“Shame you didn’t say a prayer for the butcher’s son,” Ned grumps. He’s just out to alienate people today, isn’t he? He’s going to give Jaime a run for his money. Ned greets – much more warmly – another guy in a black vest, who says he wanted to postpone the meeting, but...

“But we have a kingdom to look after,” someone else chimes in. Hey! It’s

Tommy Carcetti, mayor of Baltimore

! (Aiden Gillen) Sweet – is Omar around here somewhere? We could have a quip-off between Omar and Tyrion.

In this universe, Carcetti is Lord Baelish. And he knows Catelyn Stark, and also Ned's brother Brandon, who left Baelish with "a token of his esteem – from navel to collarbone." Although he implies that Catelyn (who's maiden name is Tully, it turns out) had something to do with that. At any rate, he's all smiles now.



A really old guy with a long beard gives Ned a bronze pin in the shape of a hand. Because he's the King's Hand now. To Ned's surprise, they start the meeting without waiting for the King.

"Winter may be coming, but the same cannot be said of my brother," Blackleathervest says. So he's the King's Brother. (HBO website: He's Renly Baratheon, and the "master of laws." And while we're at it, Bathrobe Baldie is Varys, "master of whispers," Baelish-Carcetti is "master of coin" and Really Old Guy is "Grand Maester Pycelle, a counselor." None of this is clear from this scene, but it'll help going forward.)

The King wants a tournament in honor of Stark’s arrival, but it turns out the kingdom is 3 million “dragons” in debt to Tywin Lannister (per HBO, father of Cersei, Jaime and Tyrion – he must be quite a character) and 6 million in debt total. Stark nixes the tournament – which features cash prizes -- as too expensive. The council is nonplussed and Ned apologizes for his temper.

Elsewhere: A balcony dripping with billowing curtains and climbing vines, with a really girly wrought iron table. Cersei is dabbing at Joffrey’s “wounds” the direwolf bite. He is, predictably, whining about it.

“A king should have wounds,” she says, and starts relating what happened last week, but in a much more flattering light to Joffrey – the prince fought off a direwolf singlehanded, and only spared Arya’s life because their fathers are so tight. (As you recall, in reality, Arya bopped him with her stick, the direwolf knocked Joffrey down when he tried to retaliate, and Arya only spared Joffrey’s life because he begged for mercy – and possibly because Arya’s a smart cookie.)

“I didn’t fight off anything … all I did was scream,” Joffrey mumbles. He’s embarrassed the Stark girls saw him.

“When Aerys Targaryen ruled, your father was a rebel and a traitor,” Cersei says. And when Joffrey sits on the throne, the truth will be what he wants it to be, she says.

But he will still have to listen to his mother. When Joffrey asks to get out of the planned marriage to Sansa Stark, Cersei tells him to sit down and shut up. Joffrey can whore as much as he wants to, but he will marry Sansa – and even be nice to her. Mamma says so.

Joffrey thinks that instead of marrying the Stark girl, he’d rather conquer The North – conscript the men into the royal army and double their taxes, and use the royal army to squash the place if they don’t pay up. Cersei mocks his style of diplomacy, and gives the first of several weather forecasts we’ll get this week: Winter is coming, and if Joffrey takes an army North, “when winter comes the seven gods together couldn’t save you. A good king knows when to save his strength – and when to destroy his enemies.”

Joffrey: So you agree the Starks are our enemies?

Cersei: Everyone who isn’t us is an enemy.

At least some of the Starks feel the same. In another room in the palace, Arya is stabbing the tabletop over and over instead of eating. She’s practicing what she’ll do to the prince, she tells Sansa and her wimple-wearing caretaker.

Ned arrives, sends Arya to her room and gives Sansa a present, a beautiful doll, made by the same guy who makes the princess’ toys, he says.

Sansa: I haven’t played with dolls since I was eight. (She leaves.)

Ned: War was easier than daughters.

But some daughters are easier than others. Ned goes to Arya’s room and finds her playing with her new sword. She won’t tell him who gave it to her. He says little ladies don’t play with swords; she says she wasn’t playing, and she doesn’t want to be a lady. She tells him her sword is named Needle. Ned asks if she knows the first thing about sword fighting.

“Stick ‘em with the pointy end!” Arya says, echoing Jon (who gave her the sword).

Then she asks Stark how he could marry Sansa off to Joffrey, the liar who killed her friend the butcher’s boy. Good point, Arya.

Ned deflects her question, and reminds her that winter is coming. Yeah. Check. Got it. I think Arya’s as fed up with this answer as I am, but he continues with a little more backstory:

“You were born in the long summer, you’ve never known anything else. But now winter is truly coming. And in the winter, we must protect ourselves, look after one another…we’ve come to a dangerous place, we can’t fight a war amongst ourselves,” he says.

Actually, that’s not much of an explanation at all. Ned gives her the sword back, on the condition that she keep the pointy end away from Sansa.

Cut to a blueish-grayish wall. We must be back at Winterfell. A black bird lands on the edge of a window, and then we see young Bran Stark, awake once more, watching it. The bird crawks.

“Don’t listen to it, crows are all liars,” says a bonneted woman sitting in a chair by his bed. She’s a very old woman, and she is one fabulous actress. This scene is more terrifying than it has any right to be, thanks to her.

She offers to tell Bran a story and Bran, who’s clearly having quite a few bad days in a row, says he hates the old woman’s stories.

“I know a story about a boy who hated stories,” the unflappable Mrs. Bonnet replies. She offers to tell him a tale that used to be his favorite, and he says his favorites are the scary stories.

“Ah, my sweet summer child, what do you know about fear?” Mrs. Bonnet says, opening her craggy old eyes wide

“Fear is for the winter, when the snows fall a hundred feet deep, for the long night when children are born and live and die all in darkness….when the White Walkers move through the woods. Thousands of years ago, there came a night that lasted a generation. Kings froze to death in their castles, same as the shephards in their huts. And women smothered their babies rather than see them starve. And wept, and felt the tears freeze on their cheeks….

“In that darkness, the White Walkers came for the first time, they swept through cities and kingdoms, hunting with their dead horses, with their packs of pale spiders big as hounds….”

She’s building to a climax here, but Robb Stark barges in at this point and asks “What are you telling him now?”

“Only what the little lord wants to hear,” Mrs. Bonnet says, all innocence, and takes herself off. I love Mrs. Bonnet; I hope she comes back later. Robb is not impressed.

“One time she told me, the sky is blue because we live in the eye of a blue eyed giant name Macumba,” Robb says.

“Maybe we do,” Bran retorts.

Like I said, Bran is having a bad day. It turns out, he remembers nothing about he fell, and Maester Luwin says he’s not going to be able to walk again. Bran asks Robb if that’s true, and when Robb nods, Bran says he’s rather be dead.

“Don’t ever say that,” Robb implores him – so of course, Bran says it again.

Back to King’s Landing, a narrow-ish side entrance. Catelyn Stark and White Haired Guy ride in, wearing hoods and congratulating themselves on sneaking in the side way so no one will recognize them. Immediately, two mounted soldiers – the kind with the pointy hats and chain mail burkas – trot up to them, greet Lady Stark by name and tells her to follow them.

She follows them to a very fancy house, filled with some very fancy ladies. Largely undressed fancy ladies; it appears this is a whore house. The Mayor of Baltimore emerges from behind a filmy curtain, shoos away the nekkid girls – I swear, HBO has some kind of weekly quota on the number of breasts that must be bared per episode -- and greets Lady Stark as "Cat." She greets him as "you little worm." So – clearly she's seen The Wire too.

“I meant no disrespect,” Mayor/Baelish says. “No one will come looking for you here.”

Wrong again! Out of another door pops Bathrobe Baldie, who apparently knew Catelyn was on her way. He also knows about the attempt on Bran’s life.

“Knowledge is my trade, my lady. Did you bring the dagger, by any chance?” he asks.

White Hair presents the knife. Baldie doesn’t know whose it is…but the Mayor does. It’s his. Or it was, until he lost it in a bet. To Tyrion Lannister.

And where is Tyrion now? At the Wall, watching Jon Snow training to be a man of the Night Watch with all the other new recruits. Or rather, he’s watching Jon Snow beat the entire rest of the recruit class without breaking a sweat. (There are only a dozen of them, straggled out around a snowy courtyard in the midst of rickety-looking wooden buildings. It’s no vacation spot.) He even breaks one guy’s nose. “It appears you’re the least useless person here,” the trainer tells Jon.

Ep. 3 Clip - Jon training in Castle Black

Tyrion chats with the Wall’s commander, Mormont, who’s not impressed by the freshman. Tyrion says he’s just got a raven from Winterfell for Jon.

And back in King's Landing, another raven from Winterfell has arrived, this one for Ned. Baelish pops up and asks Ned if it's good news – and if he'd like to share the news with his wife? Ned is doubtful, but he follows Baelish to the fancy house, outside of which a man is yelling, I kid you not, "(C-word-that-means-ladyparts) for sale!" At this Ned loses his temper and throws Baelish up against a wall, almost strangling him – but he lets go when Catelyn pops her head out a window.



"Starks -- quick tempers, slow minds," mutters Baelish, massaging his neck.

Back to the Wall. In a locker room – or the medieval equivalent – Snow is ganged up on by three or four of the other recruits whom he beat out in the courtyard. He’s about to be shishkabobbed when Tyrion walks in. They’re going to slice up Tyrion, too, until he mentions his sister, the queen.

Jon is having a bad day. “Everybody knew what this place was, but no one told me. No one but you,” he says to Tryion.

Tyrion decides to lay a little knowledge on Snow. He’s taken the time to learn the names of all the recruits. This one, he points out, was kicked out by his family. Another was condemned to the wall because he was caught stealing food for a little sister who hadn’t eaten in three days. Tyrion says it’s a shame they didn’t all get training from a lord’s master at arms, the way Snow did. He speculates that most of the recruits hadn’t handled a sword until this morning. And he gives Snow the Raven’s message – Bran’s awake.

King’s Landing. Ned, Catelyn and Baelish are talking about the knife. They decide not to accuse Tyrion, yet. And Baelish says he’ll protect Ned, as a favor to Catelyn. Baelish “is like a little brother too me,” Catelyn says. He’s a true friend, she adds.

“Don’t tell anyone, I have a reputation to maintain,” Baelish says.

And we’re in….a suite at the Plaza? No – Cersei’s rooms in the palace. Cersei and Jaime have heard that Bran is awake, and that he can’t remember anything. Cersei is worried, Jaime is not. What if he remembers, Cersei asks. “I think we can outfox a ten year old,” Jaime snarks. And if he has too, Jaime says, he’ll fight a war with the king to keep their love alive.

“They’ll write a ballad about us – the War for Cersei’s (C-word meaning lady-parts).” She slaps him. They embrace. Ick.

Catelyn’s leaving King’s Landing; she says goodbye to Ned. They decide they need proof of the Lannister’s plotting, and Ned complains that Baelish – they call him “Littlefinger” – still loves Catelyn.

The king is in his bedroom, attended by a soldier in armor – the same kind of armor Jaime wears. They’re reminiscing about men they’ve killed; the kings recalls using a hammer to cave in the chest of his first-ever victim. Lovely.

Addy's great in this scene, raging and fuming. It suits him better than the king's jolly drinking-and-whoring scenes from the last couple weeks. The king calls for wine, and when an insufficient quantity is forthcoming, he berates his server – a nervous-looking youngster named Lancell Lannister. We know this because the king mocks him for being "named by a half-wit with a stutter" before sending him out for more wine. The king calls Jaime, once again in armor, into the room. "Kingslayer! Get in here!"



The king bemoans being "surrounded by Lannisters, every time I close my eyes I see their blonde hair and their smug, satisfied faces." He surmises Jaime must be humiliated, standing guard outside the door. Jaime manages not to smirk. He joins the talk of first kills.

King asks about Aerys Targaryen, the mad king, what did he say right before he died?

"The same thing he'd been saying for hours. 'Burn them all'" Jaime says.

Dothrakiville – a different neighborhood than last week, a place with bamboo-like grass as high as the horse’s heads. The Dothraki are still riding – apparently, they aren’t so much going anywhere as just perpetually on the move. Daenerys is riding more comfortably, in a rope bustier that’s very Forever 21. She’s talking to Jorah, who explains that the Dothraki “don’t believe in money,” but they have so many slaves because city dwellers throw slaves at them in hopes the Dothraki will keep moving and not stop in for a cup of slash and burn.

Daenerys tells Jorah to tell the Dothraki to stop riding – until she commands them to start again. Jorah says she’s learning to speak like a queen, and Daenerys corrects him – “Not a queen. A Khaleesi.”

She wanters into the bamboo alone, just taking a look around, when her brother Viserys comes galloping in, sword drawn and eyes bugging out. Apparently, he took offense at being told what to do.

“You do not command the dragon!” he bellows, his sword at her neck. “I don’t take orders from savages or their sluts!”

And then, bam! He goes flying backwards. A Dothraki soldier has lassoed Viserys around the neck with a whip and dragged him to the ground. Daenerys has to command that he not be hurt before they let him go – the Dothraki soldier almost plaintively suggests she should at least let the Dothraki remove his ears. “To teach respect!" Viserys bellows for Jorah (who ignores him) to kill the Dothraki.

Back to the wall, where it’s snowing. Jon Snow, in a fetchingly flowing long cape, takes the freight elevator to the top of the Wall. There’s a tunnel in the ice at the top, almost a trench dug of snow. Jon finds Benjen warming his hands over a flame. They embrace. Jon looks down over the other side of the Wall. Whatever’s down there is really far away. Benjen says “I wanted to be here when you saw it for the first time.”

(Quick break for speculation: I know Benjen is a loving uncle and all that, but he’s really weirdly affectionate to Jon. Here’s my totally unsupported theory about him: Benjen is actually Jon’s father; Ned, bending his principles for family’s sake, claimed Jon as his own son to keep Benjen from being beheaded for breaking his vow of celibacy. Again, that's a guess.)

Down in the barracks at the wall, Tyrion is chatting up another Night Watchman, who’s telling him about eating “bear’s balls, fried in its own fat. North of the Wall, you leave nothing for the wolves.”

“And how do bears’ balls taste?” ask Tyrion.

“A bit chewy. What’s the strangest thing you’ve eaten?”

“Do Dornish girls count?” asks Tyrion. They’re cracking each other up – until Benjen arrives, to chide Tyrion for making fun of the Watch, who are mostly poor and who “die in pain – and they do it so plump little lords like you can enjoy your summer afternoons in peace and comfort.”

Tyrion, to the other guy: Do you think I’m plump?”

Tyrion, it turns out, doesn’t think there’s anything on the far side of the Wall but savages who were unlucky enough to get stuck on the uncivilized side of the continent when the Wall was built. Benjen insists there’s more than humans out there. He leaves, and Tyrion invites the other guy – who turns out to be the Watch’s recruiter, who’s headed for King’s Landing for some fresh blood – to travel with him.

The Dothraki camp. Daenerys is practicing her Dothraki and having her hair braided when suddenly her hairdresser slave girl grabs her boobs and asks when she last had her period. Daenerys can't remember. Slave girl grabs Daenerys' belly, pokes her a little and says in Dothraki: "It is a blessing from the Great Stallion!" (Snort.) Evidently, a little Khal is on the way.

In a tent, Jorah’s comparing swords with the Dothraki soldier who wanted to chop off Viserys’ ear. They both have really cool swords – and both have fathers who were great warriors. It looks like there’s a little bromance brewing here, when Daenerys’ slave girl busts in and demands “different” food for the Khaleesi. The Khaleesi is tired of horse. Eventually, Slave Girl gives it up – the Khaleesi is preggers. Jorah is freaked out by this news, but says he’ll slaughter a goat for her -- and says he has to go. He says he’ll catch up to the group later.

Back at the Wall. Jon Snow is fighting the other recruits, but now he’s friendlier to them, and teaching them his sword tricks. He catches Tyrion’s eye.

Tyrion is inside, behind a window, drinking a mug of ale with a couple elderly Watchmen, who ask Tyrion "how many winters he's seen." Tyrion says 8 or 9, and that the winter he was born was three years long.



One of the old watchmen mentions that this current summer has lasted nine years, "but reports from the Citadel tells us the days grow shorter. Starks are always right eventually; winter is coming. This one will be long, and dark things will come with it."

The Wildings, they say, have taken to fleeing south and complaining of White Walkers. Tyrion says the fishermen who live near the sea report mermaids. The old watchmen try to get Tyrion to get his sister to bolster the Watch – they are too few to guard the Wall.

Dothrakiville. Daenerys and Khal Drogo are intertwined, naked, in a pile of plush furs, surrounded by candles. It's a Harlequin paperback cover. Khal Drogo is doing more for guyliner than Richard Alpert could ever dream of. In between cuddles, Daenerys says she just knows the baby is a boy.

Back at the wall, right at the top. Tryion, as he promised, is peeing onto the other side.

Jon is saying goodbye. Jon asks Tyrion to stop at Witnerfell and tell Bran he misses him. Jon bemoans that Bran will never walk again.

Tyrion: “If you’re going to be a cripple, it’s better to be a rich cripple.” He says farewell to Jon.

Back at King’s Landing. Arya’s crossing a balcony when he bumps into a short guy with curly hair who snips at her: “You are late, boy. Tomorrow, you will be here at mid-day.”

The guy – who’s smiling smarmily, but is somehow endearing – introduces himself as the new dancing master, Syrio Forel. Then he tosses Arya a wooden sword. He helps her grip it, shows her how to hold it, all the while boasting that he was first sword to Lord Somebody. Syrio comes from Bravos, where their fighting style is like “the water dance, it is swift and sudden.” Unlike in Westeros, where you just hack away at you opponent. Judging by his accent, for Bravos, you can read “Italy.” Syrio tells Arya to hit him. She takes a running start and goes for his gut – and totally misses.

Arya lights up like a candle and keeps trying. She can’t get anywhere near him, but she’s grinning like a banshee. Everytime she gets close to him, Syrio points his wooden sword at her neck, or her chest and cries out “Dead! Dead!” That isn’t nearly as creepy as it sounds.

In the background, Ned Stark wanders in and watches, smiling. Clearly, this “dancing master” is his gift to his youngest daughter, and it’s going over a lot better than the doll for Sansa did.

Arya continues to batter away at Sryio, and she’s getting better and better already. They move faster and faster. Finally she gets her wooden sword up to his neck and they stop – and Cyrio raises his eyebrows and looks down. His wooden sword is pointed straight at Arya’s heart. They freeze in a moment of mutually assured destruction.

(Am I the only one here geeky enough to realize this scene was totally stolen straight out of "Dune"? I am? Okay.)

In the doorway, Stark’s face as he watches his daughter is a picture of conflicting emotions – first amusement, then pride, then astonishment….and finally, pure fear.