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During the siege of Rome, Clelia considers killing her child and herself rather than letting them fall into enemy hands, while Marzia is captured by Totila after he falls in love with her. Clelia offers herself to Vitige for her freedom, but he spares her. Marzia rejects Totila, who binds her to his ship’s mast; a storm sinks the ship and Lepido rescues her. Clelia disguises herself as a soldier and challenges Vitige, while Belisarius frees Servius and imprisons Vitige. In disguise, Totila plots against Belisarius, but Vitige refuses to kill the magnanimous general. After Publicola wounds Totila by mistake, Belisarius helps him; Clelia and Publicola reunite, and the commanders offer peace if Totila becomes Justinian’s vassal.
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