It began with producer Walter Wanger shooting his wife's lover in a Beverly Hills parking lot, and it ended with a 44 million dollar epic that was the highest grossing film of 1963 and still lost money. This episode follows the making of Cleopatra from a 2 million dollar plan to dust off a 1917 silent script into the most expensive film ever made at the time, a production defined by near-death experiences, a global scandal, and the collapse of the old studio system.

The conversation covers Elizabeth Taylor's deliberately absurd demands, including a million dollar salary and ten percent of the gross, that Fox accepted within an hour, the decision to shoot an Egyptian epic in rainy London for film subsidies, the pneumonia and emergency tracheotomy that shut down production, and the 7 million dollars spent for ten minutes of usable footage. It ...