The battle of Borodino is over, neither side having the energy to fight on. The loss of life has been as considerable as Kutuzov predicted. Pierre makes his way back to Moscow where he hears a proclamation stating that Moscow will be defended after all. Summoned to see Rostopchin, he learns that the speech was made in order to stem civilian panic and that the Governor is getting ready to leave. Rostopchin advises Pierre to leave the city, but he decides to remain in order to confront Napoleon, believing that their destinies are somehow inextricably linked - a view which he had derived from an interpretation of Revelation. Meanwhile, at the Rostov household, everyone is packing, when Natasha observes a seemingly endless line of Russian soldiers streaming out of the city....

Andrei is weary of life, but meeting Natasha at the Rostov family home prompts him to reappraise his feelings. Lieutenant Berg, who is set to marry Vera Rostov, discusses the question of her dowry with the Count. Maneuvered into offering a hundred thousand rubles, the Count becomes worried about the family's financial security. When he tells the Countess that he has decided to take up a government post at Petersburg, she suggests that they should all go there for a last fling before they begin to cut down on their spending. Once at Petersburg, the Rostovs attend a grand ball at which the Tsar is the guest of honor. Pierre and Helene are there, as is Andrei Bolkonsky who, at Pierre's suggestion, asks Natasha to dance with him....

Napoleon arrives in a deserted Moscow and is angered that there is no deputation of noblemen to meet him there. Pierre is still at his home, a fact which surprises his servant Gerasim, who warns his master that the streets are no longer safe. Pierre still believes that he is fated to murder Napoleon, but his musings over this ambition are interrupted by the arrival of a French officer called Ramballe. Pierre intercedes in an altercation between his drunk porter and Ramballe and the officer invites him to dine with him. They spend the evening getting drunk and exchanging confidences. Meanwhile, Napoleon learns from his generals of the presence of incendiaries in the city - who were instructed by Rostopchin before he left - and is concerned that if the city burns there will be no quarters for his troops....

At one of her soirees, Anna Scherer suggests Princess Maria Bolkonskya to Vasili Kuragin as a suitable match for his wayward son Anatole. Also bending Vasili's ear is Princes Drubetskoya, who is intent on securing a place in the Imperial Guard for her son Boris. The newly legitimized Pierre Bezuhov makes a poor impression at the reception, but is pleased to catch up with his old friend, Prince Andrei Bolkonsky, who is Maria's brother. Later that evening, Pierre learns that Andrei is unhappy in his marriage. Andrei's wife, Lisa, believes that his feelings for her have changed since they married. She also harbors fears about her unborn child and Andrei's determination to go to war. Andrei plans to leave for Austria after he has installed Lisa at Bald Hills - the country estate where both his father and sister live...

Leaving the Countess behind in Petersburg, the Count, Natasha and Sonya return to Moscow. Natasha's godmother, Maria Dmitrievna, is also staying with them. She informs Natasha that Andrei's father and sister are in Moscow and that she should call on them. The visit does not go well, primarily because the old Prince refuses to see anyone, causing both Princess Maria and Natasha to feel ill at ease. Natasha longs for Andrei to come back and weeps for him once she is home again. While enjoying various entertainments with her father and Sonya, Natasha meets Anatole Kuragin for the first time. As soon as the opportunity arises, he tells her that he has fallen in love with her. Reticent at first, Natasha soon succumbs to his charms....

As Napoleon's army advances towards Moscow, Pierre, Count Rostov and Petya attend a meeting at which Governor-General Rostopchin reads a proclamation from the Tsar. It states that the Russian army is ready to sacrifice all in defense of the country, but that he needs the financial support of rich merchants and the nobility. Pierre promises to equip a thousand men, while Petya is desperate to join up. The Tsar himself arrives and thanks those gathered for their support. Andrei sends a letter to Bald Hills warning that the advancing French army is close to the estate. The old Prince dismisses his son's advice, but Maria and Mademoiselle Bourienne begin to make plans to depart. Soon after, the Prince has a seizure while arguing with Maria and they all leave for Bogucharovo. Once there, Maria finds herself in danger when the peasants on the estate refuse to let her leave....

Julia Karagina, who is now married to Boris Drubetskoy, pays a visit to the Rostovs and they discuss the prospect of leaving Moscow. Petya has joined a Cossack regiment but in line with the wishes of the Countess, Pierre transfers him to his own regiment which is training near Moscow. Pierre is unable to decide whether he should leave for Petersburg or stay in Moscow. Andrei meets Marshal Kutuzov again and tells him that his father is dead. Kutuzov believes that the forthcoming battle at Borodino will be pointless, as all that will change is that each side will lose some twenty thousand men. He also believes that the loss of Moscow is not important. Pierre meets up with Andrei at an encampment, but the battle begins before he has left the area....

The Russian army has fallen back to Austerlitz. A letter containing the news that Nikolai has both been wounded and made an officer reaches the Rostov household. Matchmaking again, Vasili Kuragin is considering Pierre Bezuhov as a suitable prospect for his beautiful, but brainless, daughter Helene. He is also still pursuing a possible match between Princess Maria Bolkonskya and his son Anatole, and to that end makes a trip to Bald Hills with him. Maria is keen to marry and becomes anxious about her appearance as her companion Mademoiselle Bourienne helps her to get ready. Meanwhile, Pierre senses that he will find himself married to Helene whether he likes it or not....

Twenty thousand men have died at Austerlitz and Marshal Kutuzov has written to Prince Bolkonsky to inform him that Andrei is among them. Maria is afraid to pass on this news to Andrei's wife, Lisa, as her pregnancy is at an advanced stage. There is a happier mood at the Rostovs when Nikolai arrives home bringing Denisov with him. While Natasha is no longer infatuated with Boris, Sonya is still in love with Nikolai, but wants him to be free if that is his wish. Pierre, now married to Helene, is just about the only man in Moscow who is unaware that his wife has taken a man called Dolohov as her lover. Dolohov is introduced to the Rostov family; he feels that it is high time he was married and immediately shows an interest in Sonya....

Pierre learns that Dolohov is Helene's lover and, at a banquet hosted by Count Rostov in Kutuzov's honor, he is deliberately provoked by his rival. When Dolohov announces aloud that after the banquet he has a date with a rich pretty married woman, Pierre finally loses control and challenges him to a duel. The duel takes place the next day and Pierre seriously wounds Dolohov. After Helene learns what has happened she asks Pierre for a separation, telling him that being his wife has been an embarrassment to her. Denisov, who has had his eye on Natasha, proposes marriage. She like Denisov but does not wish to marry him. A chance meeting at a post-house leads a desolate Pierre to a new way of life. Meanwhile at Tilsit, Napoleon and the Tsar prepare to sign a truce....

Napoleon's former chief of police, Fouche, brings the Emperor a memorandum in which he has set down the reason why he thinks the French army should not invade Russia. Napoleon decides to ignore Fouche's advice. Meanwhile, Andrei visits Bald Hills to say farewell before he rejoins the army. He tells Maria that he cannot forgive Natasha. Maria realizes that Andre's recent visit to Turkey may have been due to the fact that Anatole was posted there and she begs him not to fight a duel. She also tells him about her concerns over Prince Bolkonsky's sudden interest in Mademoiselle Bourienne, who has been flirting with him in return. Andrei decides to broach the subject with the old Prince at dinner....

St. Natalia's Day, 1805. While the Count fusses over preparations for dinner, the Countess Rostov, her eldest daughter Vera and old friend Princess Drubetskoya receive callers. Madame Karagina brings news that Count Bezuhov, a relation of the Princess, is dying. They speculate whether his illegitimate son Pierre will inherit the family fortune. The Rostov children (Natasha, Nikolai and Petya), the Countess's niece Sonya and the Princess' son Boris enter. Boris has already joined the army and Nikolai is keen to join up as well. Meanwhile, at the Bezuhov household Pierre waits for news, while Vasili Kuragin tells the Count's niece, Katishe, about the existence of a letter written to the Tsar, which legitimises Pierre but has never been sent...

At Yaroslvl, Natasha is nursing Andrei. She has received a letter from Maria and tells Andrei that she and Nikolenka are well. In Moscow, Pierre is questioned by marshal Davout, who believes him to be an incendiary. He and a group of other Russian prisoners are taken outside to be shot. Several men are killed, but Pierre is spared and taken to a building being used as a prison. There he meets a man called Platon Karatayev, whose simple philosophy of life impresses him very much. Natasha fears for Andrei when he asks for a New Testament and the Countess fears that if Andre should die in her arms that it would be too much for her. Sonya finally gives in to the Countess and sends a letter to Nikolai releasing him from his pledge....

At Yaroslavl, Natasha and Maria are still mourning the death of Andrei. Maria suggests that Natasha should come with her to Moscow, but she declines. When news reaches the Rostovs that Petya is dead, the Countess is inconsolable. Pierre returns to his house in Moscow and both Gerasim and Katishe are surprised to see him having thought he was dead Katishe tells him that Helene has died. Pierre attends a soiree given by the Drubetskoys and amazes everyone with his presence. Vasili Kuragin, who has now lost both of his children, is particularly moved by seeing him again. Pierre visits Maria Bolkonskya and is surprised to find Natasha there too. Natasha talks of Andrei for the first time since his death....

Marshal Berthier tries to persuade a reluctant Napoleon that they should leave Moscow and return to France, while Marshal Davout believes that they should sit out the winter there. Napoleon himself wishes to march on Kutuzov and his army in Kalouga but is forced to order a retreat. The Russian prisoners, who include Pierre and Karatayev, are forced to march with the retreating French army, pushing their carts along through the snow. Any prisoners who are unable to walk any further or are too sick to carry on are shot dead. Karatayev becomes unwell and Pierre feats that he will not survive. The retreat is observed by Denisov and Dolohov who intend to attack the French once they have learned how many there are and how they are defended. Petya arrives and begs Denisov that he be allowed to join the attacking party....

Russia, 1820. Natasha and her children are staying with Nikolai and Maria at Bald Hills while Pierre is away. Nikolai falls asleep and thinks back to the year after the burning of Moscow, when the Rostovs were living in reduced circumstances in the city. Maria Bolkonskya came to visit them and Nikolai's pride prevented him from being polite to her. Countess Rostova insisted he return the courtesy by calling on her. When he did so, he reluctantly revealed to Maria that he had nothing to offer her and that was the reason why he felt he couldn't marry her. Nikolai wakes to find Maria, who is now his wife, and their son at his side. The pair discuss buying back the Rostov home at Otradnoe....

At Bald Hills, Andrei tells his father that he plans to marry Natasha Rostova. Prince Bolkonsky is not enthusiastic about the match and suggest that Andrei postpones the marriage for a year, saying that he will give his consent after that time, if Andrei still feels the same. A delighted Natasha agrees to marry Andrei despite the imposition of a year's wait. Pierre and Helene are now living in separate suites. She has become one of Petersburg's most popular hostesses, while he has tired of freemasonry and is consumed by thoughts of Natasha. When Nikolai arrives home on leave he finds that his family are in bad financial straits, to the extent that they may have to sell their home in Moscow. The Countess strongly hints to Nikolai that he may want to consider marrying an heiress....

Andrei wakes and remembers his time in a field hospital immediately after the battle of Borodino and the fate of Anatole Kuragin. He wishes that he could see Natasha again as he realizes how much she must have suffered. The Countess is still certain that Natasha should not be told that Andrei is with them before they move on. Nikolai is enjoying himself in Voronezh and is paying a great deal of attention to a married woman called Katerina Petrovna. Nadia Galenkova, an old friend of the Countess, advises Nikolai to be careful over Katerina and, when she learns of his interest in Princess Maria Bolkonskya, ask him if he would like her to arrange a meeting. Nikolai is hesitant due to his pledge to Sonya but feels that fate is drawing him towards Maria. Nadia is convinced that Sonya will release Nikolai....

Napoleon sends General Savary to the Tsar to tell him how much his support of Austria wounds him, but also to learn Marshal Kutuzov's next move. Nikolai is reunited with Boris at his lodging, where they discuss the types of military career they seek. Prince Andre Bolkonsky arrives while Nikolai is relating his experiences at Schongraben. Nikolai is offensive to him about the worth of staff officers as they see no fighting. Savary reports back to Napoleon about the atmosphere of excitement at the Russian camp over what they see as their duty to half French ambitions. Kutuzov's army is camped on the Pratzen Heights and Napoleon hopes they can be drawn down to avoid attacking them there....

Austrian General Mack is defending Ulm from Napoleon's army. When the Prince of Liechtenstein arrives at Napoleon's headquarters to negotiate terms on Mack's behalf, Napoleon considers it to be a conspiracy on the part of the rulers of Europe and is intent on Mack's total surrender. The Russian army, led by Marshall Kutuzov, are called on by an Austrian emissary to provide support for Mack, but Mack surrenders before it is offered. Among the Russian troops are Nikolai Rostov and his squadron commander Denisov; both are desperate to see some action, but news arrives that they are to withdraw from the area. The French take Vienna and the Russian rearguard, under Prince Bagration, is charged with taking the full weight of their impending attack until the main force can get into position....