Fluter dies, leaving Cleopatra VII, now 18, as joint ruler with her young brother Ptolemy XIII. Cleopatra makes it clear her brother's regents can 'advise' him, but not her. Cleopatra, deceived by her brother's adviser Pothinus, receives and charms Pompey's son Gnaus, who has come to seek Egyptian support in for his father in his civil war against Caesar. This enrages the mob and Cleopatra has to flee, as Pothinus planned. The defeated Pompey is allowed to land by Ptolemy and his advisers; they then kill him, expecting to win the pursuing Caesar's approval. This does not work, Caesar is affronted by their treachery. Caesar demands Ptolemy and Cleopatra's presence. Cleopatra, to get past Ptolemy's troops, has herself smuggled to Caesar in a carpet, and charms then seduces Caesar. Caesar restores Cleopatra to the throne jointly with Ptolemy, in accordance with their father's will, though neither one likes it. Caesar instructs Ptolemy's general Achillas to disband his army; instead, Achillas goes to his army and marches on Alexandria. Cleopatra's sister Arsinoe goes to join Achillas. A deputation from the army arrives with the news that Arsinoe had Achillas killed. They ask for their king and Caesar, acting on Cleopatra's advice that he's a much worse tactician than Arsinoe, releases Ptolemy to them. Cleopatra foresees Ptolemy and Arsinoe's defeat.