- We learn that Vaux is a prestigious palace with an illustrious history.
- Fouquet wanders throughout his property making sure everything is perfect for the King's arrival.
- Aramis waves him over to where Le Brun is putting the finishing touches on a portrait of the King. It is perfect. Even Percerin admits as much. Fouquet is so happy that he kisses Le Brun.
- Fouquet receives word that the King's procession has been seen approaching. He confesses to Aramis that, if the King were willing, they could actually be friends.
- Aramis tells Fouquet to tell Colbert that, and maybe the man will take pity on him.
- Aramis leaves to change clothes. We learn that he is staying in the room directly above the King's.
- Porthos is staying next door.