Set in the twilight of the Roman Empire: the movie opens in 402 AD with the last gladiatorial games held in the amphitheatre at the Mega-Fortress of Deva in Britannia. Most of the elite Twentieth Legion Valeria Victrix `The Valiant and Victorious` have been recalled to defend Rome from barbarians, with the rump left at the fortress city, commanded by Valerian `The Valiant of Albion`. Defending the west coast of Britain from seaborne Hibernian invaders he`s acutely aware that the empire is on the brink of collapse. The Hibernian raids are becoming more frequent, more intense and ever-more fierce. The spoilt wealthy Romans of the uber-rich villa-set, who occupy the Red Hills district on the coast, constantly pressure him for protection.