Cecil B. DeMille directed this spectacle in which the young Egyptian queen gains power by seducing Julius Caesar and then Mark Antony; but she and Antony are defeated by Octavian Caesar.
Egyptian prime minister Pothinos exiles Cleopatra (Claudette Colbert) to the desert with her tutor. Julius Caesar (Warren William) orders Ptolemy's army disbanded and is about to recognize him as king owing tribute to Rome when Cleopatra arrives wrapped in a rug as a gift. She tells Caesar that Egypt is the road to India's gold and gains his protection. She soon tells Caesar she wants to be his wife so that he can be emperor of the world. With her own hands she kills Pothinos with a spear behind a curtain. Caesar makes her sole ruler of Egypt and decides to stay.
In Rome people are gossiping about Caesar and Cleopatra. Caesar's heir Octavian (Ian Keith) quarrels with Caesar's favorite, Antony (Henry Wilcoxon). Caesar returns to Rome in triumph with queen Cleopatra. Antony complains about her and tells Caesar that women are men's playthings. Caesar's wife Calpurnia had a bad dream and warns Caesar not to go to the senate. He stops to tell Cleopatra he will call for her after his speech; but the senators murder Caesar. Advisors tell Cleopatra he did not love her but Egypt's treasury. Antony and Octavian argue, but both accept the senate's appointment as co-rulers of Rome.
At Tarsus Cleopatra waits on her luxurious barge for Antony. She is dressed to lure him, and dancers entertain him. Antony drinks wine, eats delicacies, and is presented with jewels by bathing beauties. Cleopatra suggests the union of Rome and Egypt, and the barge sails away. In the Roman forum Octavian declares Antony a traitor and calls for war. Antony is in love with Cleopatra. Judean King Herod (Joseph Schildkraut) tells Cleopatra that Octavian would be the friend of Egypt if Antony is dead. Antony drinks with Herod, and they laugh about Cleopatra poisoning Antony. She tests a flower poison on a criminal and is about to poison Antony when a message arrives that Rome has declared war. Antony gives orders to the army, and in admiration Cleopatra stops him from drinking. Enobarbus (C. Aubrey Smith) tells Antony his Roman soldiers have deserted him. He offers to kill Cleopatra; but when Antony says no, he leaves. In a war montage Egyptian chariots attack Roman infantry, and navies fight.
Then Antony alone on the battlement speaks to Octavian's army. Cleopatra is carried out with an olive branch, and the Romans laugh at Antony, who calls himself a woman's plaything. Cleopatra offers Octavian Egypt in exchange for Antony's life, but he refuses to bargain. Enobarbus insists Cleopatra be returned with safe conduct. She tells Antony they can escape; but he is dying of a self-inflicted wound at the top of his glory. While Romans are using a battering ram, Cleopatra puts a snake to her breast and dies on her throne.
Generally accurate, this spectacle offers an entertaining history lesson in imperial politics. The Romans may have ruled the day, but Cleopatra often reigned at night under the moon during this unfortunate transition when Rome's republican empire gave way to a monarchical one.