Year: 1964
Runtime: 94 mins
Language: English
Director: Gerald Thomas
Two Britons—a clever inventor named Hengist Pod and his brave companion Horse—are captured by invading Romans and shipped to Rome as slaves. In a chaotic encounter, Hengist is mistaken for a soldier and conscripted into the Royal Guard, where he must protect the legendary Cleopatra.
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Read the complete plot breakdown of Carry On Cleo (1964), including all key story events, major twists, and the ending explained in detail. Discover what really happened—and what it all means.
The film opens during Caesar’s invasions of Britain, with Marc Antony struggling to lead his armies through miserable weather. At a nearby village, Horsa and Hengist Pod try to alert Boudica to the invasion, but are captured by the Romans.
Once in Rome, [Horsa] is sold by the slave-trading firm Marcus et Spencius, and [Hengist] faces a fate to be thrown to the lions when no-one agrees to buy him. [Horsa] escapes and takes refuge in the Temple of Vesta. While hiding there, Caesar arrives to consult the Vestal Virgins, but an attempt is made on his life by his bodyguard, Bilius. In the melee, [Horsa] kills [Bilius] and escapes, leaving Hengist Pod to take the credit for saving Caesar’s life and to be made Caesar’s new bodyguard.
When a power struggle emerges in Egypt, [Marc Antony] is sent to force Cleopatra to abdicate in favour of Ptolemy. However, [Marc Antony] becomes besotted with her, and instead kills Ptolemy off-screen to win her favour. Cleopatra convinces [Marc Antony] to kill Caesar and become ruler of Rome himself so that they may rule a powerful Roman-Egyptian alliance together. After seducing one another, [Marc Antony] agrees, and plots to kill Caesar.
Caesar and Hengist travel to Egypt on a galley, along with Agrippa, whom [Marc Antony] has convinced to kill Caesar. However, [Horsa] has been re-captured and is now a slave on Caesar’s galley. After killing the galley-master, [Horsa] and the galley slaves kill [Agrippa] and his fellow assassins and swim to Egypt. Hengist, who had been sent out to fight [Agrippa] and was unaware of [Horsa]‘s presence on board, again takes the credit.
Once at Cleopatra’s palace, an Egyptian soothsayer warns [Caesar] of the plot to kill him, but [Marc Antony] persuades Caesar not to flee. Instead, Caesar convinces Hengist to change places with him, since Cleopatra and Caesar have never met. On meeting, Cleopatra lures Hengist, who accidentally exposes both Cleopatra and [Marc Antony] as would-be assassins. He and Caesar then ally with [Horsa], and after defeating Cleopatra’s bodyguard Sosages in combat, Hengist and the party flee Egypt. Caesar is returned to Rome, only to be assassinated on the Ides of March. [Horsa] and Hengist Pod return to Britain, and [Marc Antony] is left in Egypt to live >one long Saturday night< with Cleopatra.
Last Updated: October 09, 2025 at 14:10
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