The bridge is taken without resistance and Sharpe's men start to place explosives. When Simmerson spots a small French patrol on the other side of the river, he orders Lennox to take a small detachment and drive them off. Lennox strenuously objects, but obeys the command. His fears are realized when a hidden French cavalry unit surprises and overruns the British instead; Lennox is fatally wounded and the King's colours are lost. Sharpe and his men go to the rescue, while Simmerson panics and orders the bridge to be blown up, even though some of his men are still on the other side. Afterwards, the dying Lennox asks Sharpe for a French Imperial Eagle to wash away the shame of losing the colours.
Wellesley promotes Sharpe to captain for his part in the skirmish, instead of Gibbons (though there is no guarantee that he will be able to keep his new rank). Enraged, Simmerson tells Berry to dispose of Sharpe. Berry deliberately provokes Sharpe by abusing Countess Josefina (Katia Caballero), a woman Sharpe had rescued from Gibbons and taken under his protection. To forestall a duel, Wellesley orders a night patrol, coincidentally led by Sharpe and Berry. They run into the French; during the fighting, Berry shoots Sharpe from behind, but is killed by Harper before he can finish the job.
The next day, the Battle of Talavera is fought. Simmerson, seeing a French column approaching his position, flees. Sharpe steadies the South Essex, much improved after the training he provided, and leaves them under the command of Leroy. They succeed in stopping the French attack. At just the right moment, Sharpe and his riflemen attack the wavering French soldiers in the flank, sending them into headlong retreat. Sharpe captures the unit's Eagle, making him famous throughout England and ensuring that he remains a captain.
Afterwards, Sharpe plants the Eagle on Lennox's grave. Simmerson is protected by his influential friends and escapes punishment for his cowardice and incompetence. Meanwhile, Josefina finds a new protector in Captain Leroy.