"The Rains of Castamere" is the ninth episode of the third season of Game of Thrones. It is the twenty-ninth episode of the series overall. It premiered on June 2, 2013. It was written by executive producers David Benioff & D.B. Weiss and directed by David Nutter.
Robb presents himself to Walder Frey, and Edmure meets his bride. Jon faces his harshest test yet. Bran discovers a new gift. Daario and Jorah debate how to take Yunkai. House Frey joins with House Tully.
Across the Narrow Sea
Outside the walls of Yunkai, Daenerys Targaryen and her commanders plan an attack on the city. Her newest captain, Daario Naharis, suggests a plan using a lightly defended back gate, a small group can infiltrate the city and open the main gates for the rest of the army to invade. Though Jorah Mormont is skeptical of both the plan and Daario's loyalty, Daenerys is convinced to try it when she asks Grey Worm if he trusts Daario. Upon being encouraged to speak his mind, he says he does. Daario also touches her on her hand, flirting for her favor to him. As the captains depart, Ser Barristan asks to go along, but Jorah reminds him that a Queensguard's place is at the Queen's side, regardless of his pride.
That night Ser Jorah, Daario, and Grey Worm sneak into the city and fight their way through the slave soldiers guarding Yunkai. There are far more soldiers than Daario anticipated, much to Jorah's irritation, but it seems that the three are evenly matched - barely.
A few hours later, an impatient Daenerys paces in her tent, asking Barristan how long a sacking of a city usually takes. Jorah and Grey Worm finally enter, covered in dust and gore but grinning widely: Yunkai is defeated. Daenerys is elated, but asks after Daario, who is still absent. After a suspenseful pause by Jorah, Daario strides into the room and kneels before the Queen. He presents Yunkai's torn flag and triumphantly says the city is hers.
At the Wall
North of the Wall, Samwell Tarly and Gilly continue their march south, after barely escaping an encounter with a White Walker during which Sam actually managed to kill the creature using a dragonglass dagger. Sam tells Gilly that they are a considerable distance west of Castle Black, but this isn't a problem, because this means they are close to the Nightfort, the original headquarters of the Night's Watch, which was abandoned centuries ago as the organization's numbers dwindled. Sam explains that he plans to get them across the Wall using a secret sally-port which leads right into the Nightfort. Gilly is amazed that Sam knows so much history just from reading books, insisting that he is a wizard (much to Sam's delight) and is awestruck when she finally catches a glimpse of the Wall.
Meanwhile, Bran Stark and his group have passed far enough north that they have left the Seven Kingdoms proper, and entered into the Gift: a stretch of land south of the Wall which was gifted to the Night's Watch thousands of years ago by Brandon the Builder, from which the Watch draws support for its material needs. The Reeds are puzzled, because the Gift possesses good arable land but the countryside is empty. Bran explains, to Osha's discomfort, that wildling attacks coming over or around the Wall caused most of the smallfolk to flee the Gift over the centuries. Meanwhile, the Watch's diminishing numbers mean they don't really need that much support from the Gift anymore, explaining why they haven't encountered any brothers of the Watch working the lands either. Bran's group takes shelter in an abandoned mill to get out of a thunderstorm.
Nearby in the Gift, Jon Snow and the wildling party encounter an old man who lives alone at a small farm where he breeds horses for the Night's Watch. They plan to attack him to steal his horses and gold, but Jon insists that the old man is no threat to them. Orell and Tormund Giantsbane intend to kill the man so as to stop him from alerting the Night's Watch to their presence. However, when the party attacks the farmstead, Jon surreptitiously hits a rock with his sword, alerting the old man who flees; Jon also distracts Ygritte when she tries to shoot the fleeing man with an arrow. While in the mill, Bran and Jojen Reed discuss how they plan to cross the Wall, before Meera spots the old horse breeder riding nearby. After the old man is captured by the wildlings, Hodor — scared by the thunder — begins yelling, which threatens to give away their location to the wildlings. Bran uses his warg abilities to enter Hodor's mind and cause him to pass out.
Outside, Tormund moves to kill the old man, but Orell tells him to have Jon do it instead to prove his loyalty. Jon is ultimately unable to kill the innocent man, and instead Ygritte kills the man with an arrow. Realising that Jon is still loyal to the Night's Watch, Tormund orders his men to kill Jon; Tormund restrains Ygritte to stop her trying to help Jon, and soon after Jon battles with Orell. At the urging of Jojen, Bran enters the mind of Summer, his direwolf, to aid Jon. Summer and Shaggydog kill two wildlings threatening Jon as he battles to the death with Orell and finally kills him. With the last of his strength Orell wargs into the mind of his pet eagle, which swoops down and attacks Jon, clawing him badly about the face before he beats the bird off. Jon then jumps to mount a nearby horse and escapes, leaving Ygritte and heading back to the Wall. That night Bran asks Osha to take Rickon (who if anything happens to Bran or Robb, is heir to Winterfell) to Last Hearth, the home of House Umber, while he, Meera and Jojen head through the Wall in search of the Three-eyed raven. Osha promises to look after Rickon and orders the Reed siblings to do the same with Bran before she, Rickon, and Shaggydog depart in the dead of night.
At the Twins
Robb Stark's army arrives at the Twins, the castle seat of House Frey, for his uncle Edmure's wedding. Enduring Lord Walder Frey's insults directed at him and his wife, Robb makes a public apology to Lord Frey's daughters and granddaughters for breaking his promise to marry one of them. Frey accepts the apology and offers the Starks and their men his hospitality.That night Edmure is introduced to his bride Roslin Frey, discovering much to his relief that she is a beauty. The wedding and the feast that follows it are quite celebratory and lively affairs, with all the participants in high spirits. As the celebrations reach their heights Lord Walder calls for the bedding ceremony. Robb agrees and the bride and groom are carried off to their wedding bed, Roslin carried off by the male guests and followed closely by Edmure, who is collected by the Frey women.
After they leave and the festivities begin to wind down, Catelyn becomes suspicious when she notices Black Walder Frey close the banquet hall doors and the musicians in the gallery begin playing "The Rains of Castamere"- the song commemorating House Lannister's decisive and brutal victory against the rebellious House Reyne of Castamere. Walder rises to make a toast to Robb, and Catelyn, seated beside Lord Roose Bolton, notices that the latter is wearing mail under his clothing. Realising they are in a trap, Catelyn slaps Roose across the face and screams a warning to Robb, but by then it is too late. Lord Walder signals his men to attack. In what becomes known as the infamous Red Wedding, Lothar draws a knife and repeatedly stabs the pregnant Talisa in the stomach, killing her. Before he can react, Robb is shot by the musicians with crossbows several times and falls to the ground. Numerous other Stark men are killed by the crossbow bolts or set upon by Frey soldiers.
Outside, Arya Stark and the Hound, having arrived at the Twins in disguise, are turned away by Frey guards at the time the massacre began. Arya gives Sandor the slip and sneaks past the gate guards, only to witness Frey men kill Stark soldiers and Grey Wind, Robb's direwolf. She makes a desperate run for the castle, only to be stopped by the Hound, who tells her that it is too late and she will get herself killed. When Arya won't stop, Sandor knocks her unconscious before carrying her out of the castle to safety.
Catelyn, having been wounded by a crossbow bolt, crawls across the floor and seizes out from under Walder's table his cowering young wife, Joyeuse. Catelyn holds a knife to the girl's throat and threatens to kill her if Walder does not negotiate an end to the attack. She demands that Robb, who merely lingers despondent and heartbroken beside his wife's corpse, be allowed to leave. Walder refuses her, dismissing his wife with the comment "I'll find another" and Roose Bolton, who had fled the hall when the massacre began, seizes Robb, saying "The Lannisters send their regards", before stabbing him in the heart. Robb's last word is "Mother" and he maintains contact with her as he collapses to the floor. Mad with grief at the death of her firstborn son, Catelyn kills Walder's wife in retaliation before another Frey cuts Catelyn's throat.
- Walda Frey
- Arwaya Frey (first identified)
- Derwa Frey
- Waldra Frey
- Janeya Frey
- Neyela Frey
- Serra Frey
- Sarra Frey
- Marianne Frey
- Freya Frey
- Merry Frey
- Shirei Frey
- Frey guard
- Hog farmer
- Old man
- Wendel Manderly
- Roslin Frey
- Old man
- Queen Talisa Stark
- Wendel Manderly
- Grey Wind
- King Robb Stark
- Lady Joyeuse Erenford
- Lady Catelyn Stark
- 11 of 27 cast members for the third season appear in this episode.
- Starring cast members Alfie Allen (Theon Greyjoy), Nikolaj Coster-Waldau (Jaime Lannister), Liam Cunningham (Davos Seaworth), Charles Dance (Tywin Lannister), Joe Dempsie (Gendry), Stephen Dillane (Stannis Baratheon), Peter Dinklage (Tyrion Lannister), Natalie Dormer (Margaery Tyrell), Jerome Flynn (Bronn), Aidan Gillen (Petyr Baelish), Jack Gleeson (Joffrey Baratheon), Lena Headey (Cersei Lannister), Conleth Hill (Varys), Sibel Kekilli (Shae), Sophie Turner (Sansa Stark), and Carice van Houten (Melisandre) are not credited and do not appear in this episode.
- The episode is named after The Rains of Castamere, the unofficial "anthem" of House Lannister and Tywin Lannister, which refers to the destruction of House Reyne of Castamere after their rebellion against them. The song was heard in "Blackwater" and "Dark Wings, Dark Words", and its backstory was explained in the previous episode, "Second Sons".
- There was a two-week break between "Second Sons" and "The Rains of Castamere", due to the Memorial Day holiday on May 26th in the United States. Episode nine of Season 2 aired over Memorial Day took a slight dip in TV ratings, so HBO opted to just take the week off for Season 3.
- Author George R.R. Martin revealed that he was hoping to play one of the casualties at the Twins, but his schedule prevented him from doing so. 
- Jojen tells Bran that even the wargs among the wildlings beyond the Wall cannot enter into the minds of humans. This is only partially true: the books explains that it is not so much that they cannot warg into humans, but that they will not. Entering into the mind of other humans is considered to be a heinous abomination. Even so, it is very difficult for even experienced wargs to attempt to enter into the mind of another human (though they rarely if ever try to), and it is considered an impressive display of Bran's power that he is able to do so despite his youth and inexperience (though the person whose mind he entered was feeble-minded).
- Catelyn tells Roose Bolton that there was no bedding ceremony at her wedding because Eddard forbade it, saying he didn't want to have to break a man's jaw for stripping his new bride. The books explicitly state that there was indeed a bedding ceremony at Eddard and Catelyn's wedding (though it's possible that Catelyn is simply lying to Roose in the TV series out of modesty).
- George R.R. Martin found the Red Wedding (which takes place two-thirds of the way through the third volume, A Storm of Swords) to be the most difficult and upsetting scene to write in the first five novels of A Song of Ice and Fire. He wrote the chapters leading up to the wedding and then skipped it, completing the rest of the novel before going back and writing the chapter the event itself takes place in, as he could not face to write it any earlier.
- Note that Hodor reacts with sadness when Bran mentions Old Nan. Hodor is Old Nan's great-grandson and only living relative. Actress Margaret John, who played Old Nan in Season 1, died only two months before Season 1 began to air, though all of her scenes had already been completed. The character does appear during the second book, however, the writers decided to retire the character out of respect instead of recasting the role, thus in the TV series canon she quietly passed away between Seasons 1 and 2.
- This marks the first mention of Jaehaerys I Targaryen, who reigned some two centuries prior to the series. In the books, Jaehaerys II was the father of the Mad King and the son of Aegon V, making Jaehaerys II the nephew of Maester Aemon. Jaehaerys II has been removed from the TV continuity, apparently to simplify the relationship between Daenerys and Maester Aemon. Thus, in "Baelor", Maester Aemon tells Jon that Aerys II was his brother Aegon V's son. Yet if Jaehaerys II was removed from the TV continuity, this would make "Jaehaerys I" the first and only king ever to have that name.
- Dragonstone and King's Landing appear in the opening credits, but not the episode.
- This is the first episode in which the end credits play in total silence.
- This episode was nominated for two 2013 Primetime Emmy Awards: Outstanding Writing For A Drama Series and Outstanding Single-Camera Picture Editing For A Drama Series. It ultimately did not win.
Walder Frey: "Your Grace, I feel I've been remiss in my duties. I've given you meat and wine and music, but I haven’t shown you the hospitality you deserve. My King has married and I owe my new Queen a wedding gift."
Roose Bolton: "The Lannisters send their regards."
Jon Snow: "You were right all along."