At Pompey’s house in Messina, Pompey confers with his friends Menecrates and Menas about the upcoming battle. He’s convinced they’ll win, because his army is strong at sea and the Romans love him.
He is most confident, however, because he knows he won’t have to face Antony, whom he thinks is being distracted by Cleopatra’s feminine wiles in Egypt.
Pompey thinks Caesar can win money, but not loyalty. Since Lepidus is fawning, he believes that the two men can’t really compete with him.
Menas, with great timing, announces that, actually, Caesar and Lepidus have raised a strong army in the field.
Worse, Pompey gets the news that Antony is on his way back to Rome. Antony’s soldier skills are twice the other men’s. Pompey chooses to take it as a compliment to his own strength that Antony should come specifically to fight him.
Menas points out that Antony and Caesar might not get along so well together, especially since Antony has been out carousing with the Egyptian Queen. Pompey, however, responds that the threat he (Pompey) poses to both men will surely be enough to get them fighting together against him.