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Unable to further tolerate his actions, Longinus conspires with Cassius to assassinate Caligula. Caligula enters his bedroom where a nervous Caesonia awaits him.

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The men's magazine Penthouse had long been involved in penthouse sex vampires funding, helping invest in films made by other studios, including ChinatownThe Longest Penthouss and The Day of the Locustbut it had never produced a film on its own. Guccione was concerned that Vidal's script contained several homosexual sex scenes and only one scene vvampires heterosexual sex, which was between Caligula and his sister Drusilla. Elaborate sets were built by production designer Danilo Donati, who also designed the film's costumes, jewelry, hair styles, wigs and makeup.

In an se for Time magazine, Vidal said that in twittersexstories production, directors were "parasites" and a film's author was its screenwriter; in response, Brass demanded Vidal's removal from the set and Guccione agreed.

The film's primary theme is "absolute power corrupts absolutely".

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Shooting began in in Rome. John Gielgud and Helen Mirren were indifferent to Brass; they focused on their own performances.

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