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For seven years, a great warrior named Aeneas leads a small band of fellow Trojans around the Mediterranean, looking for a place to build a new city. They were exiled from the city of Troy when the Greeks conquered it and burned it to the ground. Fate has decreed that they will be the founders of Rome, but they are having a hard time getting there.
A goddess named Juno, hates them and will do anything to prevent them from reaching Italy. They are almost there when she whips up a great storm that blows them off course. They end up in Africa, at a city named Carthage, which is Juno's favorite city. Carthage is ruled by Queen Dido, who is beautiful and kind. She welcomes them to Carthage and invites them to a great banquet.
At the banquet, Aeneas tells Dido his whole sad story. First, he describes how the Greeks finally conquered Troy by hiding inside a giant wooden horse and tricking the Trojans into pulling it into the city. He then tells how his mother, a goddess named Venus, warned him to flee, and told him that he was fated to establish a new city for his people. Even though Aeneas would rather have died fighting for Troy, he obeys the goddess and follows his fate. He carries his aging father, Anchises, on his shoulders and holds his little son, Ascanius, by the hand. His wife dies at Troy.
Aeneas tells Dido how he and the other Trojan exiles built a small fleet and began sailing around the Mediterranean looking for their new home. But they misunderstand omens that tell where the new city will be, and they keep trying to settle in the wrong place. Each time some disaster strikes, forcing them to move on again. Along the way, Aeneas suffers another tragedy when his father dies. Aeneas finishes his story by telling Dido that the Trojans had just figured out that they were supposed to go to the west coast of Italy to build their new city when Juno's storm carried them to Carthage.
Meanwhile Aeneas' mother, Venus, is so worried that Juno may make Dido turn against Aeneas that she makes Dido fall passionately in love with him. Dido is so infatuated with Aeneas that she completely forgets about her reputation and her kingdom. For a year, Aeneas, forgetting all about Italy, stays happily with Dido. But then, Jupiter, the king of the gods, scolds him for neglecting his fate and the future of his country. Aeneas, who always obeys the gods and does what's best for his country, immediately leaves for Italy. Dido, wild with grief and anger, accuses him of betraying her. When Aeneas answers only that he must obey the gods, Dido kills herself in despair.
After leaving Carthage, the Trojans stop in Sicily and honor the anniversary of Anchises' death with great funeral games. Finally, the Trojans get to Italy and Aeneas takes a magical trip to the underworld to visit his father. Anchises shows him the glorious future that lies ahead for the Roman Empire, and Aeneas sees a parade of great statesmen and generals who will be born in the future. Until this time, Aeneas has been doing what fate and the gods command. Now, for the first time, he's really inspired by the future of his new city and he stops wishing he were back at Troy.
But the Trojans still have plenty of trouble ahead in Italy. When they first land near the site of what will be Rome, Latinus, the king of the native Latins, welcomes them, and tells Aeneas that he is destined to marry Latinus' daughter, Lavinia, and to start a great new race from the mingling of Latin and Trojan blood.
Juno is still furious at the Trojans, however. Although she knows that Aeneas is fated to build his new city and to marry Lavinia, she can delay those events and make the Trojans pay heavily for them. She sends an evil goddess, Allecto, to poison the Latins' minds against the Trojans. In particular, Allecto infects a warrior named Turnus with an uncontrollable passion for war. He had planned to marry Lavinia himself.
At first, the Trojans are outnumbered and Aeneas goes to get help from other cities, including one that is built on the exact spot where Rome would later be built. When he returns, there are many ferocious battles between the Latins and the Trojans. Finally, to stop the needless bloodshed, Aeneas challenges Turnus to fight him alone. After some delays caused by Juno, the two great warriors meet. In the final scene Aeneas wounds Turnus and Turnus admits that he was wrong. Nevertheless, Aeneas kills him, either out of anger or as justified punishment for all the violence Turnus has caused.