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Alias Episode Guide

Show: Alias
Status: Cancelled/ Ended
Network: ABC
First Aired: September 2001
Last Aired: May 2006
Country: United States

Regular Cast
Jennifer Garner – Sydney Anne Bristow
Victor Garber – Jonathan ‘Jack’ Donahue Bristow
Ron Rifkin – Arvin Sloane
Michael Vartan – Michael C. Vaughn
Carl Lumbly – Marcus R. Dixon
Kevin Weisman – Marshall J. Flinkman
Greg Grunberg – Eric Weiss (Seasons 1 – 4)
Mia Maestro – Nadia Santos (Season 4)
Élodie Bouchez – Renée Rienne (Season 5)
Balthazar Getty – Thomas Grace (Season 5)
Rachel Nichols – Rachel Gibson (Season 5)

Jump To:
Season 1Season 2Season 3Season 4Season 5

Season One

Truth Be Told (Original US Airdate: Sept 30 2001)
Sydney Bristow (Jennifer Garner, “Pearl Harbor”), a vivacious, athletic grad student, discovers that her not-so-typical after-school job as an agent for SD-6, a top-secret division of the CIA, holds some deadly secrets that not only put her life in danger but also threaten the security of the free world.

Recruited freshman year, the then shy and lonely Sydney jumped at the chance to add some meaning and excitement to her life. Little did she know how great she’d be at espionage or how much she’d love it. Today Sydney is no longer shy or alone. Boyfriend Danny has just proposed and her best friend Francie (Merrin Dungey) couldn’t be happier. Her friend Will, (Bradley Cooper), however, has to feign happiness, keeping his unrequited love for her to himself.

Sydney now finds herself facing a moral dilemma: What does she want from the rest of her life, and what does she tell her friends and would-be fiancé?

Sydney’s SD-6 partner, Dixon (Carl Lumbly, “Cagney & Lacey,” “Buffalo Soldiers”), a devoted family man, warns her not to reveal her secret to Danny, and Sydney knows that SD-6 leader Sloane (Ron Rifkin, “L.A. Confidential”) would not look kindly on any breach of security. Even Marshall (Kevin Weisman), SD-6’s highly inventive weapons and gadget maker — a super intelligent man with noticeably lacking social skills — knows that divulging their identities is strictly verboten. This is the one rule you don’t break.
When Sydney breaks protocol and tells Danny about her secret life, her world is spun terrifyingly sideways: Danny’s life is placed in mortal danger, and Sydney is in a fight for her own life. She discovers that her long-estranged father, Jack (Victor Garber, “Titanic,” “Annie”), is also SD-6 and that the organization is covering up a nefarious plan — they are not a branch of the CIA, but are actually an enemy of the United States. With nowhere else to turn, Sydney seeks the aid of the real CIA in hopes of putting SD-6 out of business. She is put under the command of operations officer Vaughn (Michael Vartan, “The Mists of Avalon,” “Never Been Kissed”) who enlists Sydney to become a double agent. Her mission is to complete her cases at SD-6 while reporting her findings back to the CIA. But when Sydney finds out that her father is also affiliated with the CIA, she begins to question where his true allegiances really lie.

So It Begins… (Original US Airdate: Oct 7 2001)
Clutching a stolen satchel, Sydney is dodging bullets and racing from French guards at the Machlet Corporation. Taking the nearest elevator, she punches the ceiling out and pulls herself out the top. Climbing the cables, she escapes onto the street to a waiting limo…

Back home, Sydney briefs Vaughn about her mission and the overall organization of SD-6. In her new role as a double agent for the CIA, Sydney is intent upon destroying SD-6 within a matter of weeks. But CIA Agent Vaughn illustrates for her that SD-6 is no small matter, it encompasses over 200 groups and contacts – and not just the LA bureau where she works. A humiliated Sydney accepts it will take a very long time to shut them down.

Later that day, her journalist friend, Will, confronts her about her recent disappearance and asks what her fiancé Danny could have been involved with that got him killed. Sydney tells Will that she has been disoriented since Danny’s death and to please leave it at that.

But Will’s curiosity is piqued, and later, he learns and tells her that Danny had a booked flight from LA to Singapore the night he was killed…to which, Sydney must hide her shock.

Her first day back at SD-6, Sydney receives instructions from Sloane to travel to Moscow, and to intercept a sale of stolen files pertaining to Soviet-American nuclear arsenals. Afterwards, Sloane leads Sydney to his office, revealing her father Jack, who is waiting for her. In private, Sydney only wants to ask him one thing…whether SD-6’s plan to kill Danny had been shared with him first. Later, Jack admits he was the one who bought the plane ticket so he could send Danny to Singapore, to hide from the SD-6 assassins. We learn that Jack had visited Danny’s home that fateful night, only to find he was too late.
In Moscow, Sydney impersonates a hotel maid to gain access to the hotel room of the CRC’s representative holding the payoff money — while Dixon meets the document sellers at a Moscow club. After a violent confrontation with the bodyguards, Sydney discovers the payoff money is false paper… Incognito in party attire, Sydney races to the club, and makes a fast switch with the two computer disks containing the stolen files – with two plastic cocktail coasters. Dixon and Sydney knock the agents out, and escape with the disks. At LAX, Vaughn makes a ”brush pass“ with Sydney, duplicating the stolen floppies for CIA, and returning them so she can present them to SD-6.

The information Sloane later retrieves from the disks, informs that a nuclear device from the Cold War period is still buried somewhere in the US.

Sydney’s mission leads her to a Virginia cemetery, where she finds a tombstone with the contact’s name, Ivanov, on it.
Digging up the grave, she finds the seventh nuclear device, rigged to the coffin lid. She calls a panicked Marshall who guides her through the process of disarming it with only a two minute warning.

Angry, Vaughn informs Sydney that SD-6 has sold the device to Ineni Hassan in Cairo, a known arms dealer. Since Sydney knows Hassan, she volunteers to make the trip and get the bomb back; making sure that SD-6 doesn’t know that she’s going there. Back at the CIA, Davenport tells Vaughn that he’s being pulled off of the Bristow case because Devlin, the boss, wants a more senior officer assigned.

Meanwhile, Sydney and a male CIA operative go to Cairo. When Sydney finds the bomb, she quickly dismantles it and grabs its bright green core… only to find a gun is pointed at her head and cocked – and it’s Hassan…

Parity (Original US Airdate: Oct 14 2001)
Sydney is holding the nuclear weapon’s plutonium core in her hand, when Hassan catches her — and puts a gun to her head. Using the core as a distraction, she knocks Hassan out, and dodges soldiers’ bullets as she escapes.

Upon return, Sloane sends Sydney and Dixon to Madrid to steal a lockbox, containing a sketch with what appears to be digital code…drawn in the late 15th century by a seer, named Milo Rambaldi. There are two sketches, containing the entire code, only when seen together…and SD-6 needs the second one. However, a rival Russian agency is also after the sketch, and Sydney discovers that she is up against her deadly K-Directorate rival, Anna Espinosa, whom we identify now by the eye tattoo on her hand
In secret, Sydney meets Vaughn along the Santa Monica pier, and tells him about the sketch…but Vaughn also informs her that he’s been taken off of her case, and a senior officer has been assigned in his place.

In Madrid, Sydney visits a show at the Auto Museo, where the box is hidden, while Dixon monitors outside in a van. She discovers that Anna is also there and one step ahead – she has the lockbox. But only after an intense fight, Sydney takes possession of the box.

Back home, Will is still curious about Danny’s murder…But after requesting surveillance footage from traffic cameras around Danny’s former apartment on the night of the murder, he discovers that all of these cameras went out within a mile of the apartment on precisely that night…
Later, he and Sydney get a little drunk after an evening out, and later at her apartment, a playful moment…turns into a kiss…and a moment of shocking discomfort for them both.

Meanwhile, Francie leaks that she and boyfriend Charlie haven’t been intimate in a while and that she is worried. Sydney suggests it’s because he’s been busy…until Francie discovers that he had no law review the previous night. When Charlie assures Francie that he is not having an affair, she is satisfied, until later discovering a matchbook with a woman’s name and phone number…

Back at SD-6, Marshall cannot open the lockbox, and if he forces it open, a concealed piece of technology inside will destroy the sketch. Knowing that Anna has the key to the lockbox, Sloane arranges with K-Directorate for Sydney to meet Anna in Berlin, open the box and view the sketch together Sloane knows that K-Directorate doesn’t know that there are two sketches that make the entire code.

Sydney meets with special agent Seth Lambert, a senior CIA agent who has been assigned as Vaughn’s replacement, to go over her Berlin assignment…But Sydney takes an intense dislike to him, and orders him to get Vaughn back on case…or no results!

Arriving in Berlin, Sydney is wearing a CIA wire, and is relieved to hear Vaughn’s voice in her earpiece – he’s back. Both SD-6 and K-Directorate have positioned snipers on the bleachers of a stadium, in case either side attemps a double-cross. Sydney meets with Anna and exchanges words…an intense psychological game is always at play. But when Anna opens the lockbox, both agents are horrified, as a sizzling sound emits from inside…

A Broken Heart (Original US Airdate: Oct 21 2001)
In the final moments of a cooperative mission, Sydney and her Russian nemesis Anna memorize a 500-year-old binary code written by Milo Rambaldi before it is destroyed. Sydney’s inner conflict – as to whether she should give the correct sequence to SD-6 – is confronted by Agent Vaughn, who makes it clear, in no uncertain terms, that her role as a double-agent is in constant jeopardy.

The completed code represents a geographical location for a church in Málaga, Spain, where Sydney and Anna once again meet up – this time as opponents. Sydney bests Anna in a brutal fight, and recovers a gold circular crystal from the church’s stain glass window.
She returns it to SD-6, where Marshall’s analysis discloses a pre-synthetic polymer, also invented by Rambaldi…The 15th century seer’s progressive inventions now appear to be at the root of a much deeper mystery…

Sydney and Dixon are sent off on their next mission – to investigate a plot to eliminate the United Commerce Organization. In Casablanca, Morocco, Sydney adopts the guise of a French-Canadian tourist.
In a crowded marketplace, she attempts to get near Luc Jacqnoud, whose bodyguard recognizes her from a previous encounter in Corsica. After a powerful battle, Sydney arrives to Dixon’s aide, and is crushed to find that their contact, Bak Ibrahim, has only just been slain …a friend, whose life she could not save.

At SD-6, Jack is interrogated by McCullough – but in a dreamlike state, he recognizes an unspoken truth about Sydney’s mother; one which continues to haunt him. Meanwhile, Vaughn’s feelings for Sydney, in a moment of briefing, show through even further – finally, when she breaks down to him about the heartbreaking conflicts in the career of a dual agent, Vaughn offers her his support as a friend.
Meanwhile, Francie’s suspicions grow of Charlie’s infidelity, so she and Sydney stake him out, CIA-style, until they spy him kissing another girl. And Will unravels further clues about Danny’s death and struggles with his own feelings for Sydney.

SD-6’s latest clues lead Sydney and Dixon to São Paolo, the location of the next United Commerce Organization conference, where Sydney witnesses the method to Jacqnoud’s scheme. Dhiren Patel, the Peace Prize winner, is scheduled to speak at the UCO conference, but collapses at an evening social, before being rushed away by men impersonating a paramedic team…to a nearby refinery, instead of a hospital. And while Sydney observes from the rooftop, a tiny bomb with a charge equivalent to 300 pounds of TNT, is surgically implanted into Patel’s pacemaker…

Doppelganger (Original US Airdate: Oct 28 2001)
In São Paulo, Sydney evades Sawari’s bodyguard after watching a paramedic team implant a bomb into the pacemaker of UCO speaker Patel. When Sydney awakens in a run-off canal, she contacts Dixon, who grabs a dazed Patel at the UCO conference, and steals an ambulance. As Dixon proceeds to surgically extract the bomb, they are being pursued by Jacqnoud, who controls the detonator to the device. While Sydney drives, Dixon removes the bomb – just as Jacqnoud activates it and launches it beneath his car – abruptly ending the chase.

In Los Angeles, Francie tells Sydney that they are throwing a big Halloween party – at Sydney’s apartment. While setting up, Will tells Francie that he’s been investigating the death of Danny, whom he has learned was to be on a flight to Hong Kong, not Singapore, and seated next to a woman named Kate Jones – neither of whom made the flight.
Will meets up with the mystery woman, and has clearly done his homework – she even admits to having had an affair with Danny. But Will stuns her when he points out that, according to her social security number, Kate Jones died in 1973 – and she races away from the meeting place.

Jeroen Schiller works for the Hensel Corporation with information on a vaccine against biological warfare…and Sydney and Dixon’s mission is to help Schiller get safe passage into the US. Later, Vaughn introduces Sydney to CIA agent Paul Kelvin, who has been chosen based upon his resemblance to the German. Arriving in Berlin, Sydney uploads the files from Schiller’s computer to a remote server, disguised as a network supervisor, before making their escape. Upon removing Schiller from Hensel, agent Kelvin, in further disguise, trades places with Schiller – without Dixon’s knowledge – and doubles as the SD-6 captive, while Schiller returns home with the CIA.
Back at SD-6, Kelvin feeds Sloane a partial computer program that will also run a CIA control into their network, enabling a “back door” for them to see into the SD-6 database. As Sloane questions the CIA operative about the location of a vaccine, which is being perfected into an inhaler form – Kelvin realizes he does not know about this…But Sloane is even more suspicious, when he also learns that Sydney had also changed Schiller’s drop-off location at the last second.

Knowing that her cover would be blown if Kelvin doesn’t learn the location of the inhaler, Sydney asks Jack to assist, after Schiller reveals the location to the CIA. With Sloane viewing on a monitor, Jack quietly feeds Kelvin the location – before breaking his arm and passing a convincing message to Sloane about his SD-6 loyalties – and Kelvin screams out the location of the plant – Badenweiler, Germany.
Sloane sends Sydney and Dixon to Badenweiler to retrieve the inhaler, and then destroy the plant so no one else will have the vaccine. Vaughn informs Sydney that the CIA will rendezvous with her in the building, make a switch with the inhalers and disable the explosive to save the building and its contents. But before departing, Sydney also learns from Vaughn that her father may also be working for the FBI…and she no longer knows where her father’s allegiances lie.

In Badenweiler, Sydney disables Dixon’s bomb, makes the switch with the CIA agents in the building and gets out. Dixon hits the detonator, and of course, nothing happens. But prepared with a second detonator device, that Sydney knew nothing about, Dixon completes their mission by blowing up the building – with the CIA agents still inside…

Reckoning (Original US Airdate: Nov 18 2001)
Following the tragedy in Badenweiler, Sydney remains shattered after watching four CIA agents die in a plant explosion – triggered by Dixon as part of their SD-6 mission. She continues to struggle with a truth about SD-6 she cannot share with her fellow agent, while Vaughn convinces her that Dixon’s life and family would be at peril if she ever crossed that line.

Upon returning, Sydney learns that Jack will now be working alongside her at SD-6. But after looking into her father’s CIA file – given to her by Vaughn – she visits the widow of FBI Agent Calder, and begins to form an opinion that Jack’s suspicious activities led to the death of her mother 20 years earlier – and this creates an even deeper tension between them.

The CIA continues to download SD-6’s database though a worm previously implanted into their network via an invisible software control – unfortunately, Marshall reports the leak to Sloane who immediately suspects a mole from within.

Meanwhile, Charlie finally tells Francie his secret. He is not cheating on her, but has been pursuing his dream to become a professional singer. Francie has never even heard Charlie hum – she fears his humiliation, if it turns out he’s on the wrong path. But he invites her to his debut at a local club, and her fears are assuaged when she hears his beautiful voice.

Will also uncovers the true identity of the woman who formerly claimed to be Kate Jones and to have had an affair with Danny. But when he surprises her at her door, she pepper-sprays him, terrified, sending him away. Later, she calls to explain she was paid to impersonate Kate – but when Will tries to meet her again for more details, he finds her apartment now emptied…

Sydney and Dixon’s current mission is to recover one of FTL’s genetically-secured encoder devices – a highly sophisticated piece of cryptology equipment – from an operative named Smythe, who also owns a photo gallery in London. Dixon impersonates a wealthy buyer, distracting Smythe long enough for Sydney to break into the owner’s highly secure offices, while eluding a menacing guard, and to recover the device. With the encoder in SD-6’s possession, Marshall discovers it works by single-user DNA, sampled via a speck of skin from the recipient’s fingertip.

SD-6 needs the fingertip of Gareth Parkashoff, now deceased, and whose burial location is unknown except to his assassin. In the guise of a patient, Sydney must infiltrate the asylum in Bucharest where his killer, Martin Shepard has been recently committed. With the aid of SD-6 Agent Fisher, posing as the physician committing her, Sydney’s mission is to trigger Shepard for the body’s coordinates by reciting a poem by John Donne, a known key from this assassin’s programming.

Sydney is admitted upon their arrival in Romania…but her discharge will prove to much more complex, for only too late does the CIA discover that this institute is also run by Kreshnik, a K-Directorate agent. And when Sydney finds Agent Fisher with his throat slashed, the gates to this institution appear to be sealed for good…

Color-Blind (Original US Airdate: Nov 25 2001)
Sydney is trapped within the walls of Mangalev institute in Bucharest, Romania. Moments after finding SD-6 Agent Fisher — his throat, slashed — she is immobilized by a tranquilizer, and awakens in an electroshock tub — interrogated by K-Directorate agent Dr. Kreshnik. He demands to know if she received information from inpatient Martin Shepard, the FTL-trained assassin. Sydney assures she can extract the coordinates of Parkashoff’s body from Shepard, as they have now established a basis for trust — but only if Kreshnik allows her to live. K-Directorate grants her a stay of execution…until nightfall.

Seizing an opportunity, she fights off Kreshnik, Ferroq and the orderlies — and with Shepard, escapes to a remote CIA safehouse. The assassin’s sight has been impaired by the FTL’s tampering with his memory. When he looks at Sydney, he sees in black and white and cannot make a clear recollection…

But as his memory returns, he reveals to her that he was Danny’s killer, deprogrammed by SD-6 Agent McCullough…and Sydney tries harder than ever to forgive him, in the face of a killing for which Shepard was not truly responsible.

Vaughn contacts Jack to meet at a Chinese restaurant — but Bristow is none too thrilled about this break in protocol. In turn, he confronts Vaughn for pulling his CIA file; Vaughn explains that Sydney wanted to see it because she suspects he used to have KGB affiliations.

At SD-6, Sloane informs Marshall that the virus found in the network was planted by SD-6 itself as part of a security drill. However, Sloane reveals in a face-off with Alain Christophe, elder statesman of SD-6 and the deadly Alliance, that SD-6 has set up a dummy server to catch the worm hacking into SD-6’s mainframe. Christophe suspects one, or even two, moles inside SD-6 and wants them caught.

Will now has cold feet — he fears crossing a line with Sydney by defying her wishes to let go the details of Danny’s murder, but after having pleaded earlier with his editor Litvack, he finds the story due for reassignment if he drops it.

Thanksgiving dinner is served at Sydney’s, and Charlie proposes to Francie, which she accepts joyously. When Jack arrives, he tells Sydney that the FBI investigated him 20 years earlier, suspecting he was KGB, leading to the pursuit which forced his car off the road — killing her mother Laura.

Back at SD-6, Sloane has decoded the FTL communique, using Parkashoff’s DNA, which reveals news that another Rambaldi artifact has been sent for analysis at Oxford’s Department of Engineering. Sloane assigns Sydney to follow…but Vaughn forewarns — Anna Espinosa was last sighted leaving Bucharest, before Sydney, and may also be on the job…

Time Will Tell (Original US Airdate: Dec 5 2001)
Sydney travels to Oxford to steal an ancient clock connected to the Rambaldi mystery. She successfully completes the mission, though Anna Espinosa is hot on her trail.

Jack confronts Sloane about the death of Eloise Kurtz, and admits that he hired the woman, a young SD-6 agent, to impersonate Kate Jones. Sloane, however, did not trust Kurtz and had her silenced.

After her latest trip, Sydney discovers that SD-6 has hired an agent to trail her. Sloane insists that it is merely a routine procedure, but Jack tells Sydney that SD-6 suspects they have a mole. He urges his daughter to seek help from Agent Vaughn on how to fool a functional imaging test — a sophisticated lie detector.

Sloane gives Sydney her next assignment — travel to Positano, Italy and have the mysterious clock repaired. The clock was designed by Rambaldi, but built by a master craftsman named Giovanni Donato in 1503. One of Donato’s descendants still pursues the family craft, and can repair the ancient artifact.

Meanwhile, Will’s editor rejects his story about the mysterious deaths of Danny Hecht and Eloise Kurtz. The story contains questionable facts, and editor Litvack suggests that Will is lying. She demands that he cease his investigation, but Will has other ideas. He is tipped-off to the location of Kurtz’s car, and continues playing detective. Inside the car, Will finds a piece of jewelry, which turns out to be a piece of sophisticated surveillance equipment…

In Italy, Donato explains that the symbol on the clock, <0>, is the mark of the Magnific Order of Rambaldi. When Sydney asks about a date engraved on the clock, Donato says that Rambaldi never told him what it meant. Donato realizes his verbal slip, and quickly covers his tracks. The old man returns the repaired clock, and a K-Directorate sniper fires at Sydney. Donato is killed instead, and Sydney narrowly escapes.

Back at home, Sydney reads a book that her father had given to her mother. She uncovers a Russian code embedded on each page…

At SD-6, Marshall discovers that the glass disc from the church in Malaga fits into the clock. When the artifacts are together, a star chart is revealed. Marshall deduces that the chart was made from a specific location on Mount Aconcagua, near the border of Chile and Argentina.

Before Sydney and Dixon can travel to the mountain, Agent Dreyer gives Sydney a functional imaging test. He doesn’t reveal the results to her, but he later confides to Sloane that “we’ve found our mole.”

At Mount Aconcagua, Sydney and Dixon discover a tunnel marked with the infamous <0> symbol. Sydney goes in alone, leaving Dixon on the surface. Once underground, she discovers a book with designs from Rambaldi.

Before Sydney can retrieve the book, she hears gunshots through her walkie-talkie. K-Directorate has crashed the party, and Sydney has a fierce fight with Anna. In the heat of combat, Anna grabs the book and crawls back to the surface. As Sydney pursues her arch-rival, she falls from the rickety ladder and plunges into the darkness

Mea Culpa (Original US Airdate: Dec 9 2001)
After her fight with Anna, Sydney crawls out of the underground tunnel and finds Dixon, seriously wounded. As a last resort, she uses a satellite phone to call the CIA. A CIA helicopter flies Dixon to a nearby hospital, though Sydney conceals the truth from Sloane. Sydney is scared, as she thinks that Dixon may have heard her talking to the CIA. Has she blown her cover?

At SD-6, Dreyer tells Sloane that he believes Sydney is the mole because she scored too well on the lie detector test. Sloane is reluctant to agree, though he insists that he will “take care of Bristow.”

For her next assignment, Sydney is sent to Tuscany to steal information from Ineni Hassan’s accountant. Despite Hassan’s previous alliance with SD-6, he is now their enemy, and Sloane wants the numbers to Hassan’s bank accounts so they can freeze his assets.

After Sydney leaves, Sloane sends a message to his colleagues in SD-4. He orders Sydney’s assassination, though the CIA intercepts the order. Vaughn quickly assembles a team to rescue Sydney.

Jack learns of the kill order and, with Marshall’s aid, discovers that the message was deliberately sent over the unsecured server previously infiltrated by Vaughn’s team. Sloane is tempting the CIA, trying to draw them out. Jack argues with Vaughn, and prevents the CIA from interfering. The assassination attempt never occurs, and Sloane now believes that Sydney is loyal to SD-6.

Meanwhile, Will continues to investigate the pin that he found in Eloise Kurtz’s car. He’s shocked to discover that not only is the pin a small microphone, it’s also still active…

One night while drinking with Francie, Will shows her the pin. Both of them start joking, asking a series of questions into the pin. Just then, Will receives a phone call. A mysterious voice tells him to keep his mouth shut.

From the Tuscany assignment, SD-6 have learned that the accountant’s computer did not contain Hassan’s bank account numbers, only the name of a specific Swiss bank. Sydney and Agent Russek travel to Geneva, in order to get the numbers. As Sydney reads the numbers to Russek, a secret transmitter in her ear beams the same information to the CIA…

While monitoring Sydney and Russek’s latest mission, Marshall discovers the secret transmission coming from the bank vault. He shares this information with Dreyer.

At a phone booth, Will receives another phone call from the same mysterious voice. The voice asks Will how far he’s willing to go in order to find the truth about Kate Jones. Will says he’s up for the challenge…and later finds a cassette tape in his glove compartment. The tape is an audio recording of Kate Jones/Eloise Kurtz being killed.

After several days in the hospital, Dixon finally regains consciousness. Sydney is relieved when he doesn’t remember how he was brought to a hospital. As she leaves the hospital, she’s tackled by a group of men. Sloane then receives a phone call…A mysterious voice says “We got her”…

Spirit (Original US Airdate: Dec 16 2001)
After being captured, Sydney awakens in a dingy cell. She is brought to a torture room, but at the last moment, the interrogation is halted…and Russek becomes the target of SD-6 suspicions…Instead, he is the one tortured, and finally executed.

Sloane confides in Sydney about the intercepted communication from Switzerland, and that it turned out to be a message from Russek to K-Directorate. And while Sydney is glad to be alive, she is even more confused…She explains her narrow escape to Vaughn, who has no explanation.

With Christmas approaching, Vaughn gives Sydney a gift — an antique frame. This gesture arouses jealousy in Will, though he can’t say too much — he has just begun an affair with Jenny, his assistant, which Sydney knows all about.

For her next mission, Sydney is sent to Semba Island, just off the coast of Kenya. SD-6 is still trying to track down Ineni Hassan, and they believe that a forger on the island has created a new identity for the rogue arms dealer. On the island, Sydney discovers that Hassan has had plastic surgery, and now goes under the name Nebseni Saad.

Sydney hides this fact from SD-6, but Sloane already knows… He then instructs Jack to go to Cuba, where Hassan/Saad is now hiding. Sloane wants Hassan dead, though Vaughn proposes a counter-mission. Jack is asked to make a deal with Hassan: In exchange for Hassan’s client list, Jack would then fake Hassan’s death, which would stop SD-6 in their pursuit…but also allow Hassan to pass into the CIA’s hands.

Meanwhile, Will studies the mysterious tape that was left in his car. With help from his audio engineer friend, Nevil, Will is able to discern some muffled dialogue. The person who killed Eloise Kurtz said the name “SD-6,” revealing another piece to the puzzle…

Will researches the name, but finds only a single reference…in a transcript from a lawsuit against David McNeil, an expert in computer encryption, who is now in jail for embezzlement. Will questions the lawyer, Robert Stoller, who says that McNeil only pleaded guilty after his wife killed herself, under questionable circumstances.

Will visits McNeil in jail, but the man seems genuinely scared at the name “SD-6.” Refusing to talk, he demands that Will leave the lawyer alone. Now, Will is even more intrigued…

From Vaughn, Sydney learns that her father doctored the SD-6 computer logs. Jack made it appear that the intercepted communication from Switzerland was actually sent by Russek to K-Directorate. Vaughn then reveals that Jack is now being held captive by Hassan in Cuba.

Secretly, Sydney sets out to save her father. She is quickly captured, and brought before Hassan, just as Jack is explaining his unusual deal to the arms dealer. Hassan recognizes Sydney as an SD-6 agent, but is unaware of her connection to Jack.

Tempted by Jack’s offer, Hassan needs him to prove that he is no longer loyal to SD-6. As a test, Jack must kill the captured SD-6 agent. A gun is placed in Jack’s hand…he takes aim directly at his daughter…

The Confession (Original US Airdate: Jan 6 2001)
While Jack aims the gun at Sydney, under orders from Ineni Hassan, he blinks a message to her in Morse code. With precision timing, Sydney and Jack take down Hassan’s thugs and capture the arms dealer.

They whisk Hassan away, and Jack photographs a “deceased” Hassan. Sloane is duped into thinking that Hassan is dead. In reality, the one-time ally of SD-6 is in CIA custody.

After the mission to Cuba, Vaughn meets with Sydney, and tells her that he investigated the Cyrillic codes from her mother’s books. The codes were orders written by the KGB…and contain the names of CIA agents who were killed many years ago.

their next SD-6 mission. One of Hassan’s associates, Minos Sakkoulas, has taken his place in the criminal underground. Sakkoulas has a device, known only as “the Package,” and Sydney must travel to Greece to get information from Sakkoulas’ computer. As a countermission, Vaughn gives Sydney a set of false files. She is to give these files to SD-6, while retrieving the real info to the CIA.

Vaughn and Sydney again discuss the Cyrillic codes, and both are convinced that Jack collaborated with the KGB. Sydney is reluctant to move forward with the information…but Vaughn secretly records their conversation as evidence.

In the Greek nightclub where Sakkoulas has his headquarters, Sydney’s plans are thwarted, and she is unable to break into Sakkoulas’ office… Instead, Dixon downloads the files, giving SD-6 the information they want.

recording of their previous conversation. He also explains that one of the murdered CIA agents was his own father. Sydney is understandably confused and upset, and she seeks solace in the warm embrace of Will Tippin.

Begrudgingly, Hassan informs Vaughn that “the Package” is hidden in an abandoned missile silo on the island of Crete. He also asks the CIA to bring his wife and son to the States for protection…but Vaughn refuses.

To justify Sydney’s trip to Crete, Jack also tells Sloane about the missile silo. Sloane believes that Jack learned of this through his own contacts, and Sydney is sent to retrieve “the Package” for SD-6…though she secretly plans to give it to the CIA.

On the island of Crete, Sydney breaks into the missile silo, with Vaughn observing via satellite. With Hassan apparently cooperating, Vaughn guides her every action. At the point of entry, Hassan provides a false code to the silo’s alarm system. This activates an anti-intruder device and puts Sydney in grave danger as the room begins to shower gasoline…

Hassan refuses to supply the correct code until he receives a written guarantee that his wife and son will get protection. Vaughn and Weiss scramble to get his guarantee, and Sydney returns to LA with the mysterious device.

Sydney and Vaughn visit CIA Director Devlin with the evidence about Jack. But they are stunned when Devlin and Jack, along with eight other senior officers, enter the room. And Jack reveals what most of them already knew…that he never was a KGB agent…but that it was Sydney’s mother…
The Box (Part 1) (Original US Airdate: Jan 20 2002)
Sydney is stunned when she learns that her mother was a KGB agent. The news is too much for her to bear, and she tells Vaughn that she is going to resign from SD-6.

At the same time, a group of heavily-armed intruders sneak into SD-6. By the time that Sloane realizes what is going on, the intruders have taken control of the building.

As Sydney enters SD-6, Jack catches up with her in an elevator. He warns her that the Alliance, the men Sloane works for, will kill her if she tries to quit.

Their elevator comes to an abrupt halt, and Jack realizes that Sloane has triggered the emergency lockdown procedure which can mean only one
thing — someone has broken into SD-6.

Sydney and Jack sneak from the elevator, and make their way to an empty room in the basement. By splicing into the surveillance system, Jack and Sydney discover that the intruders have taken everyone hostage including Sloane.

Meanwhile, Will Tippin decides that the SD-6 story is too dangerous to pursue. Daniel Hecht and Eloise Kurtz have already been killed, and he fears the same fate for David McNeil’s daughter if he continues.

At the newspaper office, Will receives another call from the mysterious voice. Will insists that he is no longer pursuing the SD-6 angle, but someone doesn’t want him to give up. An unmarked envelope, containing another clue, is waiting on Will’s chair. He refuses to open it, as he wants nothing to do with SD-6.

Cole, a former SD-6 agent who is now working for an unknown group. Cole tortures Sloane for the access code to the SD-6 vault. However, because of the security measures that have been activated, opening the vault will trigger an explosion.

Jack tells Sydney that the entire SD-6 building will be destroyed. In Marshall’s workshop is a scrambling device that can be used on the vault door, so that even if Cole gets the code, the vault will not open. Sydney must retrieve the device without being discovered.

Meanwhile, Will goes to a restaurant to meet a contact for a story. To his surprise, it is Kelly McNeil who shows up. Someone has clearly arranged this meeting, and Will refuses to talk.

Kelly follows Will to his office and pleads with him to continue investigating SD-6. He is persuaded and finally opens the envelope that was left on his chair. A mysterious key falls out. What will it unlock?

After learning that Sydney’s mother killed his agent father, Vaughn receives orders to visit a CIA psychiatrist — Barnett. He insists that he is fine, but Barnett asks about the Christmas gift for Sydney. Barnett wonders if his relationship with Sydney is “appropriate.”

Vaughn confronts Haladki, the agent who informed Barnett about the gift. There is clearly bad blood between these two men.

Meanwhile at SD-6, Sydney retrieves the scrambling device and applies it to the vault door, moments before Cole arrives. Before Sydney can escape, Cole and his men hear her in the airshaft… They begin blasting away at the ceiling, the bullets narrowly missing Sydney.

The Box (Part 2) (Original US Airdate: Feb 10 2002)
Sydney is hiding in the air ducts as McKenas Cole blasts away at the ceiling — when suddenly, Jack appears and surrenders — allowing Sydney to remain hidden.

Sydney discovers a note left for her by her father, explaining the dire predicament: since Sloane has activated the fail-safe alarm, opening the SD-6 vault would trigger a fatal explosion. Before the intruders can hack the vault security code, Sydney must disarm three charges of C-4.

Meanwhile, Dixon, who was taken hostage by the intruders, manages to swipe a PDA from a desk, and secretly sends an e-mail to the CIA, alerting them of the attack. Vaughn gets the message and wants to send in help. But Agent Haladki, now in charge of the SD-6 case, refuses to send a rescue team without more proof of an attack.

Against official orders, Vaughn goes to Credit Dauphine and confirms the break-in. He calls Haladki, who again refuses to send help. Vaughn then meets up with Sydney and helps her disable the first charge of C-4. They split up to disarm the two remaining charges.

Along the way, Sydney knocks out two of the intruders… then, Cole realizes that someone is still loose in the building and broadcasts an order through the address system: if Sydney doesn’t surrender, Cole will begin killing the hostages. He chooses Jack as the first victim, and Sydney surrenders — before she can disarm the C-4.

After Sydney is taken hostage, Marshall signals to her that one of her earrings, lying on the floor, is actually a flash grenade. She detonates the device, overpowering the intruders in the ensuing chaos… Cole, however, remains free.

Meanwhile, Will Tippin continues to investigate SD-6. The key — that was mysteriously left in his office — leads him to a locker containing an autopsy report on David McNeil’s wife. Her death was allegedly a suicide, but the new evidence suggests otherwise.

For her own safety, Will urges Kelly McNeil to go into hiding… If not, she might suffer the same fate as her mother.

At the CIA, Agent Weiss learns of the call from Vaughn to Haladki. Since all incoming calls are recorded, Weiss now knows that the attack on SD-6 is confirmed. A rescue team is immediately sent to prevent the unknown intruders from gaining access to the SD-6 vault.

Jack discovers Sloane in the SD-6 torture room… Only Sloane can deactivate the fail-safe, but his fingerprint is needed as verification. As Jack struggles to free Sloane from the restraints, both men realize that time is running out…and the only way to save the SD-6… is to cut off Sloane’s finger.

Using the bloody digit, Jack cancels the fail-safe order, seconds before Cole opens the vault. Once inside, Cole removes a small metal box, marked with the Rambaldi symbol — <0>. As he tries to escape, Cole is defeated and captured by Sydney and the CIA rescue team.

Vaughn opens the metal box and finds… a small vial of clear liquid.

SD-6 now believes that the break-in was successful, not realizing that the Rambaldi artifact is with the CIA. But mysteries remain. Who has McKenas Cole been working for? And what secrets will the mysterious liquid unlock..?

The Coup (Original US Airdate: Feb 17 2002)
Will that he installed a back-door program in the software that he developed. Following McNeil’s instructions, Will sneaks into the headquarters of the company where McNeil once worked. He is able to recover and download a “digital guestbook” of everyone who has been using McNeil’s software — the next clue in Will’s quest for the truth about SD-6.

On campus, a student tells Sydney that she had been dating Charlie, but they had broken up. Unbeknownst to the student, she was dating Charlie at the same time as Francie was. Sydney is stunned, as Charlie has been engaged to Francie for some time. But before she can tell Francie the news, Sydney must leave for Las Vegas…

…Upon arrival, Sydney enters the casino, disguised as a cocktail waitress. To her dismay, Francie and Charlie have chosen the same casino. She narrowly avoids them, barely maintaining her cover..

Meanwhile, Dixon masquerades as a Jamaican diplomat and enters a poker game with the K-Directorate agent…and Sydney, who has hacked into the surveillance system, can see the cards of all the players.

Dixon taunts the K-Directorate agent into wagering his ring — which he intends to switch for an identical one containing a listening device. But while Sydney is feeding Dixon information, she sees Charlie and Francie in the casino wedding chapel on a different CCTV monitor…

In a daring gamble, Sydney leaves Dixon unattended, and races to the chapel. In private, she warns Charlie that if he doesn’t confess, she will tell Francie about the affair. After stopping the quickie-wedding, Sydney returns to her post as Dixon switches the rings.

Moments later, the casino alerts their guards that Dixon is an imposter…

Exercising quick thinking and reflexes, Sydney takes down the casino guards and helps Dixon escape.

With the aid of the bug, Sloane has learned the location of the meeting between K-Directorate and the unknown group. He issues Sydney and Dixon to go to Russia to eavesdrop…and Sydney makes plans to exchange info with Vaughn, at a private meeting at Griffith Park. Vaughn also shares how much he’d like to be able to say yes, to becoming part of her personal life some day…

In Moscow, the clandestine meeting takes place at night, in a desolate office building with blown-out windows… and a gentleman known only as Mr. Sark negotiates to buy the Rambaldi artifact from K-Directorate. But when his offer is declined, the leader of K-Directorate is killed by his own bodyguard, and a remaining lieutenant is left to finish the negotiation.

He agrees to Sark’s deal, while Sydney observes, suspended from a military-style harness, dangling outside the window. But when her foot accidentally knocks debris to the ground, this alerts the guard below…and Sydney hangs precariously from the side of the building as a machine gun fires away at her…

Page 47 (Original US Airdate: March 3 2002)
With bullets whizzing by, Sydney swings into a nearby building and narrowly escapes, aided by Dixon. She returns to SD-6 with video of the meeting between the mysterious Mr. Sark and K-Directorate…and gives the same to Vaughn.

Meanwhile, Will’s investigation has attracted unwanted — and potentially deadly — attention from SD-6. Sloane tells Jack that this reporter should be “silenced” before he learns too much; Jack insists that more evidence is needed before such a drastic action should be taken.

After learning of Charlie’s infidelity, Francie faces the awkward task of returning her bridal gifts. She tells Sydney that even though the wedding is off, she cannot bring herself to remove her engagement ring. Sydney reveals that she still wears the ring Danny gave her. In a touching moment, the two roommates remove their engagement rings at the same time…

Based on information gathered in Moscow, Sydney and Dixon are dispatched to Tunisia. A Rambaldi manuscript – the same one stolen by Anna Espinosa in Argentina – is being held on a yacht, and their mission is to retrieve the artifact before it is transferred to Sark. Her CIA countermission is to photograph the priceless manuscript before returning it to SD-6.

Using her feminine charms, Sydney arrives, and boards the yacht – posing as a Finn whose motorboat has run out of gasoline – and overpowers the K-Directorate agents, taking the Rambaldi book, along with the yacht – leaving Sark and his colleagues behind ashore.

Upon her return, Vaughn then presents Sydney with a moral dilemma. Knowing that Sydney is friendly with Emily – Sloane’s cancer-stricken wife – Vaughn wants her to exploit the relationship to gain entrance to Sloane’s house to plant a bug. Sydney feels awkward about manipulating a dying woman but she finally agrees. After a “friendly” call, Emily invites Sydney to bring a date over for dinner.

Meanwhile, Will visits David McNeil with the information that he gained from the back-door program in McNeil’s software. Unbeknownst to both of them, SD-6 agents are taping the entire conversation.

Two masked men kidnap Will as he leaves the prison, pulling him from his car and driving him to an abandoned warehouse. They issue a stern threat — to stop investigating SD-6 or his family and friends will be killed. The threat comes from Jack — though Will has no idea that Sydney’s father is actually trying to save his life. In a desperate, final meeting, Will returns to inform McNeil that he must abandon the investigation.

As Sydney prepares for dinner at the Sloanes’, Vaughn calls her for a crucial briefing.

The CIA has analyzed the pages of the Rambaldi manuscript, and in the prophet’s style, page 47 is found to be – significantly – blank. Since the manuscript is currently held at Sloane’s house, she is asked to retrieve the critical page during dinner. Before she leaves, Sydney reveals that Will is her date for the evening. Vaughn has no comment, but he is undeniably jealous.

During the dinner, Sydney excuses herself and proceeds to crack Sloane’s personal safe. She takes page 47 – leaving a blank in its place – and quietly shuts the safe. As she turns, she is alarmed to find Sloane standing in the doorway, but how much did he see?

Using the same vial of “Rambaldi” liquid that McKenas Cole tried to steal – the CIA is able to reveal the image on page 47. Vaughn is shaken by what he sees, and immediately arranges a meeting with Sydney. She takes the page in her hand and sees a portrait of herself. How did a 15th century mystic draw an image of Sydney? What prophecy does this manuscript hold…?

The Prophecy (Original US Airdate: March 10 2002)
A hearing of the Department of Special Research is inquiring into Sydney’s personal connection to the Rambaldi notebook…at which moment she is in Brazil, running for her life — pursued by armed men and snarling dogs. She comes to the edge of a cliff, and leaps, revealing a para-sail, and descending to safety.

Upon her return to the States, she is detained by the DSR. As the paranormal research division of the National Security Agency, they are searching for an explanation for the image of Sydney on page 47 from Rambaldi’s notebook. According to Vaughn, the text around the drawing has been partially decoded and is now being referred to as “The Prophecy.”

The CIA is reluctant to cooperate with the DSR, though Haladki does everything he can to assist the rival agency. After undergoing a battery of mental tests, Sydney is asked to submit to a physical exam. She refuses…and walks away defiantly from the team of DSR researchers.
Meanwhile, SD-6 has identified “the Man” responsible behind Mr. Sark and McKenas Cole. Using the evidence gathered in Brazil, Sloane identifies Alexander Khasinau, a dangerous and well-connected ally of the Russian mob.

The 12 members of the Alliance, the force behind SD-6 and its eleven sister cells, have called an emergency meeting to discuss the situation. Will they go after Khasinau and his group, or shall they vote for détente — Sloane desperately hopes that they will vote for war, but he doesn’t know where the votes will fall.

Fishing for information, he calls Edward Poole, the leader of SD-9. Poole insists that Alliance member John Briault has been cooperating with Khasinau. Sloane is reluctant to believe that such a trusted, old friend could be cooperating with SD-6’s latest enemy…but he finally decides to resolve the situation himself.
In an act of kindness, Sydney meets with Sloane’s dying wife Emily, who reveals that her cancer might have been treated had she not denied the truth for so long. With these words as a warning, Sydney submits to further testing by the DSR.

Later, Jack reveals that the DSR agents do not have the original code key to decipher Rambaldi’s writings. The original key is held at the Vatican… In a daring gamble, Sydney persuades Vaughn to break into the Vatican with her.

During their adventure, Vaughn flirts and asks her to dinner at his favorite restaurant in Rome. Engraved into the frame of a Rambaldi painting — located in the Vatican’s subterranean archive — is the code key. Sydney and Vaughn photograph the cryptic writing, narrowly escaping Vatican guards…and never making it to dinner.

Meanwhile, Sloane has discovered that “page 47” of the Rambaldi manuscript is a counterfeit. He’s furious…and demands to talk to Sydney. Does he suspect her?
Before the Alliance’s meeting, Sloane arranges a private rendezvous with John Briault – the traitor Poole accuses of aiding Khasinau. Quietly, and without emotion, Sloane assassinates his friend in a Montreal park at night.

When the Alliance meets, the decision to retaliate loses…by a single vote. Sloane realizes that it was Poole – not Briault – who has been working for the enemy all along and Sloane promises to “return the favor.”

At the CIA, Vaughn provides the code key to decipher Rambaldi’s writings, which only confirms what the DSR has already discovered…and he is not pleased. Sydney is taken into custody, plucked from a nightclub where she has met up with Francie and Will, and “the prophecy” is finally revealed to her.

According to Rambaldi, a woman bearing Sydney’s characteristics will appear – she will fulfill the prophecy and “render the greatest power unto utter desolation”. Sydney is driven away in chains and shackles by the DSR…now a prisoner of a 15th century prophecy

Q and A (Original US Airdate: March 17 2002)
Sydney wears a short-haired wig, and is behind the wheel of a big American car, fleeing from a squad of police cars…Where is she trying to go?…And where did she escape from? The high-speed pursuit ends on a pier, with Syd surrounded by cops. With nowhere else to turn, she slams her foot to the accelerator and plunges her car into the water…

…We find Sydney chained to a chair. It is a day earlier, and we are in the moments immediately following the FBI taking her into custody. FBI Special Officer Kendall now questions her, before a team of interrogators… The CIA are out of the picture, and the questioners are delving into Sydney’s background, and her connection to the Rambaldi prophecy. They ask her to start from the beginning — the very beginning.

She explains how she was recruited by SD-6, trained at Credit Dauphine…and in a painful moment, she must also relive SD-6’s murder of her fiancé, Daniel Hecht.
Sydney explains how she learned the truth about SD-6 from her father… She then joined forces with the CIA and became a double-agent. She confirms much of what they already know — that her father is in the same situation, and that Arvin Sloane recruited her, and brought her into a life of espionage…But which does the FBI want to believe more — Sydney’s truth…or The Prophecy?

Meanwhile, Jack tells Vaughn that her cover with SD-6 will be destroyed if she remains in FBI custody much longer…According to Rambaldi, the woman in The Prophecy will never have seen Mt. Subasio in Italy. Vaughn has a wild scheme to break her out of custody and prove her innocence…Vaughn and Jack agree that she must get to the mountain somehow. If successful, their action would defy The Prophecy.

Through a chance conversation, Vaughn learns that Haladki used to be with the FBI. He asks Haladki about Sydney’s location… but gets no help.
As the questioning intensifies, Sydney talks about her mother — a deceitful woman who worked for years as a KGB spy… and while being pursued by an FBI agent, she went off the road, and disappeared with her car into a river…

Sydney goes on to explain how her life as a double-agent works: SD-6 gives her a mission, then she meets with Vaughn who gives her a CIA counter-mission. She refers to the explosion at Badenweiler, to illustrate how contradictory this situation can be.

Jack uses brute force and a deadly threat to force Haladki to divulge Sydney’s location. The daring plan is put into action… Jack, Vaughn, and Weiss rescue her and explain the proposed solution to the Rambaldi prophecy. Sydney is angry at first, as her escape now makes her a fugitive…but she agrees to travel to Mt. Subasio.
When Haladki learns of the rescue, he immediately knows who was behind it. He discovers that four unmarked cars were taken out, and reports these license plate numbers to the FBI.

…Wearing a blonde wig as a disguise, we find Sydney’s drive to the airport interrupted, when the police quickly give chase…And in an ironic moment across town, Will and Francie watch the pursuit on television… unaware that their best friend is the subject.

After plunging the car into the water, Sydney has a burst of insight… and breathes the oxygen from the tires. She stays submerged for over ten minutes — long enough get away.

Before boarding the plane, she meets with her father and reveals how she escaped. And, if Sydney managed to fool the police this way, couldn’t her mother have done the same…?

Masquerade (Original US Airdate: April 7 2002)
Sydney has traveled to Mt. Subasio in Italy, following her underwater escape. She scales the mountain — thereby proving that she is not the subject of the Rambaldi prophecy — and once at the top, she uses a satellite phone to call the FBI and turn herself in.

Upon her return to the States, her father explains that the CIA is still investigating the Prophecy, but they are now searching for her mother. Jack also confirms that, according to a CIA investigation after Laura’s car crash, a special commission concluded that she had escaped alive…and that Sloane, who was on this committee, had been keeping the truth from him for many years.

Sydney is now determined to find her mother, and she meets privately with Sloane to ask for his help, and insists upon a leave of absence. He agrees…but to her surprise the following day, he assigns her onto a mission to retrieve material about Alexander Khasinau
…When Sydney protests — reminding Sloane that she wants to find her mother first — he explains that Khasinau was Laura Bristow’s superior at the KGB. Dixon and Sloane are to fly to Vienna and rendezvous with an undercover agent stationed at the Russian embassy. The agent, Wexler, has a microchip with valuable information about Khasinau’s organization.

Wearing a mask, Sydney attends a masquerade ball at the embassy. Another man, also wearing a mask, whispers to her that Wexler is dead and that they are both now in jeopardy. In private, the masks are dropped. The man is Noah Hicks, an SD-6 agent whom she dated years ago.

Together, they make it to the basement and find Wexler’s corpse. Suspecting that he swallowed the microchip to keep it hidden, they cut the chip out of the body. With enemy agents in hot pursuit, Sydney and Dixon extract Noah from Vienna and make their escape.
On the plane home, Sydney asks Noah why he left five years earlier without saying good-bye. It becomes clear that their separation was the result of a misunderstanding, before Hicks had to be transferred out of the States…

That evening, Francie borrows Sydney’s coat and discovers a ticket stub for a trip…to Italy. Sydney said she had flown to Seattle, so she and Will contemplate an explanation for the mysterious ticket, and speculation fills the air… Is she having an affair? Why would she lie to her friends? …and they resolve to confront her about this.

Meanwhile, Jack — after learning that his wife is still alive — is furious that Sloane kept the truth from him for this long. He tries to console himself with drink, until Sydney finds him in a local tavern in the middle of the afternoon. She informs him that Devlin has ordered him to visit Dr. Barnett, the agency psychiatrist… and the wall, between father and daughter, goes up once again.
Following orders, Jack visits Dr. Barnett. She is a shrewd judge of Jack’s character, and does not believe that he is being truthful, with her or with himself… She asks that he visit her once a week.

After the microchip is analyzed at SD-6, Sydney and Noah are sent to the Arkhangelsk forest in Russia. In an underground complex, below a ranger station, is a computer with information about Khasinau’s organization. They break into the complex to steal the data-core from the computer. Sydney also uses this opportunity to confirm background on her mother…

The data-core is kept under sub-zero conditions in a cryo-chamber, and Sydney must don a protective suit to access it. During the invasion, one of Khasinau’s men triggers a large, robotic lever-arm — and knocks her to the ground, cracking her helmet — and Noah must rescue her before she succumbs to the paralyzing cold. Sydney and Noah narrowly escape with the core, and make it to a cabin — a remote SD-6 safehouse. With hours to kill before they are rescued, they discover that their passion has not been extinguished…

Snowman (Original US Airdate: April 14 2002)
In the safehouse in the Arkhangelsk forest, Sydney sleeps against Noah’s body…their bliss interrupted when Khasinau’s soldiers storm the house. Escaping through a secret crawlspace below the floorboards, they get away on a motorcycle — seconds before the cabin is riddled with bullets.

Meanwhile, Vaughn confirms that K-Directorate has hired a known assassin — a.k.a. “The Snowman,” for his favored use of an ice-pick as a weapon — to take out Khasinau. He suggests that by following the hit man, they can find Khasinau.

When Sydney returns to SD-6, Noah makes her an interesting proposition. While working undercover, he opened some secret bank accounts and now wants to run away, leaving the spy world behind…and he wants her to come with him. She refuses, insisting that she must find her mother first. But Sloane has uncovered Noah’s questionable banking practices and wonders if the agent is still loyal…
Jack is visibly upset; he tells his daughter that the information on the data-core is useless for tracking down Khasinau. However, it does contain video files of Laura Bristow…video recorded after her car crash, and supposed death.

Sydney watches the grainy video, and learns the unpleasant truth about her mother. Laura Bristow — using her real name “Irina Derevko” — answers questions from Khasinau and another man. Derevko states how she came to America for the purpose of seducing Jack Bristow. During their years of marriage, she had gone through his briefcase and monitored his conversations, reporting everything back to the KGB.

The other man on the tape, Igor Valenko, looks familiar, so Sydney investigates. She discovers that this man once worked undercover at the FBI under an alias…”Calder.” She concludes that he was the agent who was, allegedly, chasing Laura Bristow before her fateful crash, and that he also must have faked his own death.
Sydney uncovers that Valenko currently does business with a bank in Cape Town, South Africa, and she speculates that he might still be connected to Khasinau. Using her input, Jack outlines a mission to Sloane — to send Noah and Sydney to Cape Town to recover bank records to create a trail. Sloane is reluctant — he no longer trusts Noah, and expresses concerns about Jack defending yet another male figure in Sydney’s life — but ultimately, he agrees.

Following a separate path to Khasinau, Vaughn travels to Bogota to meet with a man who once worked with The Snowman. This agent — scarred and disfigured from an encounter with the assassin — had formerly declined to help the CIA, but time has changed his mind, and he now offers to help…

With a mixture of curiosity and dread, Jack finally summons the courage to watch the recovered video of his wife. Although he already knows the truth, he is crushed to see her treachery in such light…
Using Marshall’s ingenious op-tech, Noah and Sydney break into the South African warehouse and successfully hack into the computer using a wireless modem. They download all the files onto a laptop, but a sophisticated security system thwarts their mission…When they return home, they learn that the hard drive’s memory was wiped as they escaped.

One evening, Will and Francie finally confront Sydney about the mysterious, unexplained plane ticket to Italy. Under pressure, she confides that the bank has been doing business with extremely private and sensitive clients as of late…and this is why she must keep secrets from her own friends.

Just when Sydney is beginning to trust Noah again, she is surprised to learn that he has accepted another deep cover assignment. Before he departs, he again pleads with her to run away with him. She finds the offer quite attractive…ultimately, she must decline, once again…
After further tinkering, Marshall is finally able to recover low-level sector information from the reformatted drive. According to the records, Valenko is in Mackay, Australia. Dixon and Sydney are immediately dispatched to capture him, hoping that this will bring them one step closer to Khasinau.

Vaughn receives a call from the source in Bogota. The Snowman has been spotted in Mackay, Australia, and he desperately wants to alert Sydney, to warn her, but he has no way to contact her.

When Sydney enters Valenko’s mansion, she finds no bodyguards…and a trail of dead bodies. She stumbles into the kitchen and finds The Snowman standing over a fresh corpse — and she fights the assassin in a brutal bout of hand-to-hand combat. During the melee, she impales The Snowman onto his own ice-pick, and he lies bleeding on the floor. She pulls back the mask and discovers his true identity… Noah… wwho mumbles a sad good-bye to her as he dies…

The Solution (Original US Airdate: April 21 2002)
…Sydney has become despondent, after killing Noah Hicks — a.k.a. “The Snowman” — a man she once loved. Vaughn bolsters her spirits by showing her a map of all the groups affiliated with SD-6. Red circles indicate the groups that she has helped destroy. This gives her the energy to continue her life despite the problems caused by constant deception.

At the apartment, Will and Francie discover a rat in the kitchen. While trying to deal with the pest, Will receives a phone call from his source — “Deep Throat” — and the mysterious caller urges him to resume the investigation of SD-6. The voice also provides him with another crucial clue…Jack Bristow was the man who kidnapped Will.

When Sydney returns home, Francie talks about setting a trap for the rat. This sparks an idea…perhaps the way to catch Khasinau is to set a trap for him as well…Sydney explains her idea to Vaughn…
Since Khasinau wants the ampule containing the solution that Cole tried to steal, they should offer to sell him the liquid…This way, they can capture him, and hopefully find Irina Derevko, a.k.a. Sydney’s mom. The Kherefu Art Museum in Algiers is a formerly suspected trove of Rambaldi artifacts, and Sydney suggests that they stage a break in. They will dupe Khasinau into believing that a second vial of the solution has been found… and this vial is to become the subject of their transaction.

Before Sydney departs, Emily Sloane admits that she knows about SD-6. Although her husband never said a word, she tells Sydney that she picked up on it from little clues over the years. Unfortunately, Emily reveals this to Sydney in a SD-6 operated hospital.

Pretending to be French insurance agents, Vaughn and Sydney visit the museum. In order to test the security system, the power is turned off for a few minutes… and during this brief interruption, Sydney is able to steal the alleged Rambaldi artifacts.
Upon their return, Vaughn then spreads the word that Raslak Jihad, a radical terrorist group, was behind the robbery — and that they now have the priceless liquid which will reveal Rambaldi’s invisible writing. He makes it known that the group will sell it for the right price, and Khasinau takes the bait. A meeting has been arranged in the Indonesian town of Denpassar, where Khasinau’s aide, Mr. Sark, will trade diamonds for the liquid.

Sydney is disappointed that Khasinau won’t be present at the trade… but Vaughn has his own plan. They will bring the real solution, in case Sark wants to test it, but Sydney will then switch this for a placebo…The fake vial contains an element that can be tracked by the CIA.

Meanwhile in L.A., Will submits a sealed envelope — containing his piece of SD-6 reportage — to Abby, another reporter at the paper. He explains that if he should disappear, the story should be published immediately…
At last, Will confronts Jack — and explains that an unknown source gave him the information. Jack denies any involvement…but immediately, he pays a visit to CIA Director Devlin. He suspects Haladki may be a mole; leaking the information to Will.

Determined to find the mole, Jack agrees to help Will. He confesses that he gave the pin to Eloise Kurtz — the pin that doubles as a surveillance device — though he did not kill her. He tells Will to use the device to inform the unknown source that his SD-6 investigation is back on…

Meanwhile, Tambor Barcelo, head of security for the Alliance, visits Sloane at SD-6. Emily’s hospital room has been bugged, and the Alliance is fully aware of her conversation with Sydney. This woman must now be “eliminated” …just as Daniel Hecht was. Sloane is outraged, and refuses, but Barcelo knows all about Jean Briault’s murder. Sloane’s position in the Alliance is shaky, and he is in no position to object.
Sloane instructs Marshall to tap Edward Poole’s cell phone, and in doing so, they discover Khasinau’s phone number. By monitoring this line, Sloane learns about the meeting in Denpassar, and he orders Dixon to make an appearance, and to recover the solution.

In Denpassar, Sydney shows up for the trade, wearing dark skin foundation, and a veil as a disguise. Sark asks her to prove her Raslak Jihad identity — the members of whom practice an ancient form of martial arts… Sark leaves her no choice but to fight him, using a latajang — a pole with curved blades on both ends… Although she has never used one before, she quickly adapts, and demonstrates skill with the weapon.

After Sark is satisfied, the exchange is made. Before she can switch the real solution for the placebo, Dixon and a team of SD-6 agents interrupt their meeting. With a gun trained directly upon Sydney, Dixon finds something disturbingly familiar about this woman…

Rendezvous (Original US Airdate: May 5 2002)
…When SD-6 agents break up the diamonds-for-ampule exchange in Denpassar, Vaughn lobs a flash grenade into the courtyard. Sydney tries to escape and injures her shoulder while fighting Dixon…and she still wears a veil, so he has no idea that he’s battling his own partner…

Vaughn handcuffs Sark to a gate and recovers the ampule. Weiss, who has been monitoring the situation via remote, demands that his partner stay with the captive. Vaughn, however, disobeys CIA orders and leaves his post, in order to rescue Sydney…Moments later he returns to find that Sark has disappeared…

Meanwhile, Jack is determined to find the identity of “Deep Throat.” He instructs Will to tell the mysterious source that he knows all about “the circumference”… and that he wants a meeting.
In London, Sloane meets with the Alliance, and threatens to resign if they won’t let his cancer-stricken wife die in peace. But he is surprised to discover that the Alliance knows all about Edward Poole’s deception, as well as the truth behind the murder of Jean Briault… Ultimately, the members decide to let Emily live, as her death appears to be imminent.

When Sydney returns to SD-6, she discovers that Sark has been apprehended. Dixon is suspicious of her absence and notices her injured shoulder…

Over a glass of expensive wine, Sloane proposes to Sark that if he will help SD-6 find Khasinau, his life will be spared. Sark agrees…

Vaughn has a new dilemma at the CIA, when Weiss chastises him for having let Sark escape. Vaughn’s feelings for Sydney are clouding his judgment, and jeopardizing both of their jobs.
For their next mission, Sydney and Dixon must go to a Paris nightclub, where Sark will deliver the ampule to Khasinau…and during the meeting, Dixon will steal pages of a Rambaldi manuscript from a safe.

To crack the safe’s encryption mechanism, Sydney will need to monitor Khasinau’s heartbeat with a special ring, which will then transmit the pulse to Dixon’s cellphone — who will then be able to open the sophisticated safe.

Meanwhile, Will establishes a meeting with “Deep Throat.” A location is set… Paris… and Jack will monitor the conversation using a hidden microphone in Will’s jacket.

Before Paris, Vaughn gives Sydney her countermission — to deliver the real Rambaldi pages to the CIA and give fakes to SD-6. But she senses that he is being unusually blunt … possibly cold with her, and she now wonders why he is acting so oddly.
In the Paris club, Sydney assumes one of her sexiest identities…a vamp-like cabaret singer. While performing from the audience, she holds her hand on Khasinau’s chest long enough to record his heartbeat… face to face with the one man who can also help her find her mother…

Moments later, she spots Will with Deep Throat’s men, being escorted through the nightclub at gunpoint… She interrupts the interrogation, flies into action and overpowers the armed men… Will is alarmed — he has never seen Sydney like this — and they escape to Jack’s car. She is furious with her father for involving Will, until Jack explains how this unknown informant has been trying to expose SD-6 publicly…

During the night, Dixon recalls the mission to Mt. Aconcagua… and Sydney having used the code name “Freelancer” on a satellite phone. When he asks about her injured shoulder, she explains that she fell while hiking, but he is suspicious.
Sloane explains that despite the chaos in Paris, they can still track Sark because of a substance added to the wine…In a private moment, Sloane thanks Sydney for not reporting Emily’s breach of security…he even expresses his own regret for having Danny Hecht terminated.

Will is moved to a CIA safehouse… Vaughn says that he may need to enter the Witness Protection Program for safety…or even be recruited.

Later, at the hospital, Emily learns that her cancer is in remission, but Sloane doesn’t know how to react. How will he convince the Alliance to let her live?

A team of SD-6 agents track Sark to his location, hoping to find Khasinau as well. Instead, they find a room with medical equipment. Using a blood transfusion to hide his trail, Sark is somewhere else… the CIA safehouse. And when Will opens the door, Sark fires…at point-blank range…

Almost Thirty Years (Original US Airdate: May 12 2002)
Will, tranquilized and badly beaten, is dragged into a dingy storeroom, where Mr. Sark asks him about “the circumference”… with no answers. A sinister Taiwanese interrogator — “Suit And Glasses,” who tortured Sydney months before — enters with an array of frightening instruments…

Sydney receives a call from Sark, setting up the exchange of her friend for the Rambaldi page that was stolen in Paris and the ampule of solution… to take place in Taipei, in 24 hours.

Jack agrees to help recover Will. He can easily get the ampule from CIA storage, but recovering the page will be tricky — it’s in an offsite SD-6 vault located off the coast of Santa Barbara… and they will need Sloane’s fingerprint and voiceprint in order to gain access. Jack suggests that they study the Rambaldi page themselves and determine its value, before negotiating further with Sark. He also tells Sydney that she must keep her plan from Vaughn — the CIA has a mole.
When Vaughn explains to Sydney that Will is still likely to be alive, he senses that she hiding something. Later, he tells Weiss that he suspects that Sydney has her own plan to rescue Will.

Her cancer now in remission, Emily is out of the hospital. At a remote beach house, Sloane finally tells her the truth about SD-6…

Later at SD-6, Alliance member Ramon Veloso explains to Sloane that they only allowed Emily to live because her future had been pre-determined her by lymphoma. Sloane demands that her life be spared… but protocol insists that she be terminated. If he carries out their order, however, Veloso affirms that he will become a fully-fledged member of the Alliance…

Wearing a concealed recording device, Sydney visits Sloane in his office, to speak candidly about Emily… In reality, she is distracting him while Jack hacks into Sloane’s computer to collect the needed passwords, and takes a voiceprint and fingerprint.
Having now stolen the Rambaldi page from the remote SD-6 island vault, Sydney climbs out of the water, only to be confronted…by Dixon. He demands to know why she used the codename “Freelancer” on Mount Aconcagua… Sydney is pleading when she insists that she is not betraying her country, but also that she cannot reveal the truth to him… and Dixon walks away.

Meanwhile, Vaughn is summoned into a meeting with Devlin and Haladki. Weiss has reported that Vaughn no longer fully trusts Sydney, and now they all need to know what may be hiding.

Jack calls Devlin. After taking the ampule from the CIA, he assures that he will return the stolen item once his mission is completed… Devlin demands that Jack return immediately.

Since Will has disappeared, his friend Abby, at the newspaper, goes straight to editor Litvack, with his sealed envelope about SD-6. And the editor agrees to run the story…as front page news.
Using the Rambaldi solution, Jack and Sydney finally expose the mysterious page. It reveals drawings for the same “Mueller device” stolen by Sydney in prototype stage, from Taipei months ago. Jack explains that this might explain Khasinau’s search for “the circumference,” a precise set of instructions for building the device in this drawing.

On a hunch, Jack abducts Haladki, who under pain of torture, admits to being the CIA mole…and that he has been working for Khasinau. The instructions are for a “battery” that Khasinau has been constructing in a Taipei lab… And after a treacherous, and deranged Haladki spills all…Jack silences him, for good.

Vaughn later finds Sydney alone at a train station. He has figured out what she is planning, and agrees to help save Will. With Jack, they will fly to Taipei…and while Jack makes the exchange for her friend, Sydney and Vaughn are to simultaneously detonate the lab where the battery is located.
At home, Sloane mixes a powder into a glass of wine. With resolve, he and Emily raise their glasses for a final toast… and she forgives him for the mistakes that he has made…

Meanwhile, after hours of torture, Will still hasn’t revealed much about “the circumference.” When he is finally unchained, he plunges a syringe into the neck of his sadistic interrogator. Guards seize Will, and drag him from the room.

In an alleyway, Jack meets with Sark and exchanges the page — the drawing, now exposed — for Will, who has been spared, bloody, but alive… Sobbing, Will embraces the stony-faced man who has handed him back his future…

Across town, Sydney and Vaughn find the Mueller device, behind lock and key, in a Taiwanese dance club. It is, in fact, similar to the prototype she retrieved before…only much, much bigger.
Sydney detonates the explosive, unleashes a tremendous flood… and she and Vaughn dash through the underground complex, trying to escape the approaching torrent…

Sydney makes it through a security door, but cannot hold it open long enough for Vaughn, who is trapped — on the wrong side, in a room filling, perilously fast, with rushing water… and seconds later, Vaughn is gone. When Sydney turns, she is knocked out by sharp blow from a security guard.

She awakens to a familiar scene: she is once again chained to a chair, in a Taipei storeroom. But this time, instead of “Suit And Glasses,” her interrogator is Khasinau… who explains that “his boss” has questions for her.

Puzzled, Sydney admits she thought “The Man” was the one in charge… But Khasinau is not “The Man.” The door opens… “The Man” is a woman… Sydney’s mother…

Season Two

The Enemy Walks In (Original Airdate 09/29/02)
Sydney recounts her most recent mission to a CIA psychiatrist: Tied to a chair somewhere in Taipei, Khasinau introduces her to “The Man” — who is actually her mother, Irina Derevko. Saying that she should have killed Sydney when she was born, Irina shoots her in the shoulder to make a point, then exits. Sydney, however, escapes by smashing the chair against a water valve.

She rendezvous with Jack, who has rescued a badly beaten Will, and explains what happened. She and Jack then reveal the truth about themselves and SD-6 to their panicking friend.

Jack enacts a cover-up: He tells Sloane that he gave Sydney the “Freelancer” call sign because he didn’t trust Sloane and that Will’s kidnapping led them to Khasinau, who’s organization is now fractured. He pleges loyalty to Sloane and convinces him to spare Will’s life. As a consequence, Dixon apologizes to Sydney for questioning her loyalty.

Sloane then sends Sydney to the French estate known as Le Petite Rose to plant a phone bug in the office of Jean Luc Rave, a Khasinau cohort and member of the French National Assembly. Sydney gives Marshall’s bug to Agent Weiss, who inserts a delayed transmitter that controls what SD-6 will hear.
Having parachuted onto the estate, Sydney finds an unconscious Vaughn about to be butchered by Khasinau. She revives him with an adrenaline shot to the heart. He explains that he used a screwdriver to open a grate, which allowed him to escape the flooded room. When the psychiatrist questions her about Vaughn, she gets defensive.

Meanwhile, Jack ensures Will’s safety by drugging him and placing him at the scene of a drug bust. Under media scrutiny, Will claims his story about SD-6 is a lie. His reputation is ruined, but his life is saved.

The CIA sends a team, including Sydney, to Barcelona, based on info gleaned from the bug. The “Bible,” an operations manual for the Khasinau/ Irina cartel that had been in Taipei, is to be given to Khasinau on a Barcelona pier. SD-6 is unaware. But in an ambush, Irina shoots Weiss and the players scatter. Sydney trails Khasinau, who has the Bible, to a warehouse where they’re confronted by Irina. Irina kills Khasinau and takes the Bible. Before leaving, she tells Sydney, “Truth takes time.”

Back home, Sydney tells Will that she’s glad she doesn’t have to lie to him anymore and then leaves to eulogize Emily Sloane. At the CIA headquarters, Irina comes in from the cold and surrenders.

Trust Me (Original Airdate 10/06/02)
Under the charge of Asst. Director Kendall, Irina is led in shackles to a cell in a secret Operations Facility in LA. Jack conveys his doubts about her sincerity to Sydney, who herself wishes that her mother dies for all she’s done. Sydney also tells Vaughn that she’s convinced Sloane killed Emily.

In London, Sloane, now a full partner in the Alliance, is given a mysterious injection. Later, Sloane admits to Sydney that the Alliance knows Khasinau is dead and believes Irina to be in hiding. He sends Sydney to retrieve a computer disk containing compromising info that Irina used for blackmail purposes. The disk is in a safe in a Rabat hotel room occupied by one Mohammed Naj. For her countermission, she’s to give the disk to Richard Schmidt, an undercover agent at the Rabat embassy, who will create a bogus copy for Sydney to return to SD-6 – or, Vaughn says, “you could ask your mother for the disk’s contents.” She refuses.

Vaughn, under pressure from Kendall, speaks to the uncooperative Irina. She bends when Vaughn mentions Sydney’s mission to Rabat, saying that Sydney must first pull a fire alarm before opening the safe. Is it the truth or a trick? Vaughn quickly contacts Sydney, who, dressed as an Italian traveller, is about to crack the safe. A suspcious Sydney refuses to pull the alarm but when she snatches the disk, an alarm sounds anyway. Syd escapes but can’t transfer the disk to Schmidt.
Once back in LA, Sydney relents and agrees to see Irina, who says Sloane will use the info on the disk to bribe Peter Fortson, the creator of the T-Wave Satellite Camera, a super-sensitive spying device originally meant for use by the Pentagon. She asks for Sydney’s trust. Sydney maintains her composure but breaks down after she exits.

Syd and Vaughn travel to Fortson’s Helsinki lab to retrieve the camera before Sloane does. Dressed as a Eurobabe in a black wig, she narrowly avoids Sloane and steals the camera. Shortly thereafter, Sloane shoots Fortson in the leg when he discovers the camera is missing.

Back home, Will, who has been doing community service, offers to help Francie set up her restaurant.

Sydney goes to Irina again and lays down guidelines for their interaction in order to depersonalize their relationship. “You are not my mother,” she says. Irina acquiesces.

Cipher (Original Airdate 10/13/02)
Sydney learns the T-Wave Camera she had stolen was a prototype, and that the Asiatic Space Agency and their client Sark will launch the real camera, which can see 100 meters through solid matter, into space in 72 hours from a site in Sri Lanka. Her mission is to wire it so SD-6 can tap into the image.

At the CIA, Kendall wants Syd to talk to Irina because Sark has assumed control of her organization, so she must know what he’s looking for. Meanwhile, Jack tells the CIA psychiatrist that he wants to keep Sydney away from Irina. She notes that Jack refers to his ex-wife as Laura.

Irina tells Sydney that Sark is after a Rambaldi-designed music box. Encoded in the tune is a numerical equation for 0-Point Energy. Sydney rebuffs Irina’s attempts to talk about her childhood. Later, Jack warns Syd about Irina, but says he trusts her judgement.

Marshall gives Sydney a hydraulic luge disguised as a suitcase. A grieving Sloane gives her something more personal: Emily’s seed box. As part of her counter-mission, Vaughn gives her a circuitboard to attach to the camera and suggests bringing in Will, who’s been stying with Syd and Francie, because he may remember the code Sark was working on that activates the music box. When they do meet, Will is surprised at Vaughn’s youth and is jealous at how much he knows about their lives.
In Sri Lanka, Sydney disguised in a red wig as a European business woman, appears at the launch facility as Dixon breaks down the surveillance. She then dons a worker’s jumpsuit and luges through the exhaust ports to the launch deck. A suspicious Sark speeds the launch. Syd barely completes wiring the circuitboard and luges out at 125 mph. The camera locates the music box in the center of a Siberian ice cavern.

Under hypnosis, Will remembers the names on Sark’s computer — Dosteyevsky, Nabakov, Tolstoy, Checkov. Vaughn notices Sydney’s feelings for Will. Later, Irina decodes the names and warns Sydney about Sark’s ruthlessness, saying she wants the chance to explain herself.

Sloane receives a ghostly call from the Baranka B&B in Sonoma, CA — where he an Emily were supposed to go before she died.

Jack confronts Irina, who says they had their good moments together. He threatens to kill her if Sydney is harmed. She asks cryptically, “You haven’t told her what you did to her after I disappeared, have you?”

In Siberia, Sydney receives the code from Vaughn and plays the music box. She records the tune and acts to disable the artifact. The SD-6 team is ambushed by Sark’s men, however, and Sydney falls under the ice

Dead Drop (Original Airdate 10/20/02)
As Sydney struggles underwater, she takes the gun of a drowned henchman and fires through the ice. Dixon helps pull her through.

At the SD-6 offices, Sydney tells Sloane that although Sark got away with the music box, it was corroded anyway. Sloane wonders why Rambaldi placed the artifact in ice. Later at the CIA, Kendall refuses Jack’s wish to have Irina removed. When Sydney confronts Jack, he says he worries about the emotional aspects of their dialogue and warns Sydney that she wants a mother.

Sloane tells Jack about the mysterious phone call from the B&B and has Dixon investigate. He also says that SD-6 retrieved the corroded music box from Sark’s safe house in the Falkland Islands, where they also found a man named Klaus Richter, who was seriously ill from a serum that Sark had administered. Jack interrogates Richter and learns that he had designed a map to lead Irina to The Bible, which he had hidden in a remote location. The map, we learn, is hidden in a 1st edition of War and Peace in a Moscow military library.

To prevent Sydney from seeing Irina, Jack gives Sydney a fake map which will lead SD-6 to the Sunken Forest — before she’s given the SD-6 mission and the CIA counter-mission. Sydney says all she wants out of Irina is enough info to bring down SD-6 and get her out of the spy game.
In rehab, Will meets Rebecca Martinez, a conspiracy theorist who presses him to continue his expose of SD-6. Will refuses. Later she meets with Sloane; she’s SD-6, and was sent to test Will. Dixon then returns with the B&B registry — signed by Emily!

Irina tells Sydney how to get to the map in exchange for her earrings and expresses worry. Vaughn offers Sydney his unconditional support during this difficult time. Meanwhile, an upset Jack tells the CIA psychiatrist that he’s afraid of losing his daughter.

Sydney appears in Moscow disguised as a military officer and, using an electronic skeleton key fashioned from a medal, she finds the book and retrieves the map. Suddenly Sark appears and offers her a chance to work for him. Naturally, Sydney declines and escapes Sark, only to become trapped in an office by Russian guards. Sydney desperately calls Vaughn and has him enlist Irina to get her out. Irina alerts Sydney to a secret passage, which she uses to escape.

Later, Irina decodes the map, which reveals that The Bible is in a house in Madagascar. Kendall sends Vaughn and Sydney, over Jack’s objections. Jack privately hatches a plan and has the building rigged with explosives. As Sydney and Vaughn arrive, Sark’s men overtake them and enter the building, which explodes. As a result, Kendall has Irina taken to Camp Harris for unrestricted interrogation. A heartbroken Sydney tells Jack that he was right about Irina and apologizes for doubting him.

The Indicator (Original Airdate 11/03/02)
Sydney testifies before a CIA panel, claiming that Jack saved her from a trap engineered by Irina. Finding Irina’s earrings in her now-empty cell, Sydney thanks Jack for saving her life.

In Vienna, SD-6’s Austrian connection Neils Haber is murdered by Triad — a coaltion of drug and flesh peddlers nove moving into weapon sales — for selling intel. He had said Triad was developing 16 “next generation” weapons hidden in a bomb shelter under the Magistrate’s Bureau in Budapest. Sydney’s SD-6 mission is to photograph the weapons and retrieve specs.

Vaughn, who has now lost countermission approval to Jack, angers Sydney when he suggests that Jack had set up Irina during the Madagascar mission. At Francie’s restaurant opening, Jack gives Syd her countermission — to hack into the computer, steal the files for the CIA, and download dummy files for SD-6. He also tells her that Irina is facing the death penalty for breaking her agreement with the CIA.

Vaughn speaks to Manolo Souza, a US national being held for transporting explosives in Madagascar. Souza tells Vaughn that he was working for Jack, confirming Vaughn’s suspicions.

In Budapest, Syndey, wearing a blond wig and glasses, infiltrates the Magistrate’s Bureau by claiming to be working on her family tree. She hacks the computer and downloads the files, but when Dixon leads her to the research room, she finds a man instructing young students how to assemble a gun. The weapons are children!
Sloane explains that they’re being trained as sleeper agents. European standardized tests locate the brightest children, who are then given a month-long training program that’s erased from their memory and sent back home. Supposedly, the KGB was developing a similar program in the 80s.

Sloane tells Jack that Emily’s name was forged on a B&B registry weeks after her death. He admits that he poisoned her with sodium morphate, but only after doctors confirmed that her lymphoma would return. He asks Jack to find out who else was in the running for Alliance membership. At home, Sloane finds a glass of wine ominously waiting for him. When he has the wine analyzed, he finds that it contains VTX, an antidote to sodium morphate that simulates death.

At the CIA, Vaughn identifies the instructor as former KGB psych ops agent Valerie Kolakov. Against Jack’s wishes, Sydney offers to get Kolakov, who’s now in Buenos Aires. Later, Vaughn tells Jack that he’ll go to Sydney if Jack doesn’t tell her about Madagascar.

In Buenos Aires, Kolakov attacks Syd with a stun gun but is electrocuted when she throws him into water. She finds a spatial relations puzzle and completes it in seconds. When Sydney undergoes hypnosis back home, she sees herself giving a gun to her father! Syd confronts Jack with her memories — Irina’s mission was to uncover “Project Christmas,” a plan Jack developed to train kids to become American spies. Syd claims that Jack has been afraid she would figure it all out. “You programmed me to be a spy,” she says, “I will never forgive you for this.”

Salvation (Original Airdate 11/10/02)
As Irina’s trial nears, Sloane informs Sydney that Richter was infected by an Ebola-like virus that Sark has developed. Sark is studying three infected patients in a private Geneva hospital which Jack and Sydney, posing as a wealthy Southern patient and his daughter, must infiltrate to acquire the research.

Jack explains to Sydney that he never intended her to be a spy, that he only tested Project Christmas on her so she could be strong in a dangerous environment — but Sloane got to her before he did. She’s dubious and is further angered when Irina pleads guilty and is sentenced to die in three days. Sydney, hoping to halt Irina’s execution, writes Devlin a letter stating that Jack has deceived the CIA.

Later, Vaughn explains to Devlin that he’s found Soviet standardized test from the 80s, similar to our own. He believes that Irina stole Jack’s research and there may be Soviet sleeper cells here in the U.S. Devlin is doubtful. Vaughn hires Will as a freelancer to look into this issue.

On the plane to Geneva, Jack, who’s aware of Sydney’s letter, says that Irina’s plea was a ploy to get Syd’s sympathy. Syd says that her birth is his biggest mistake — it represents his gullibility. They arrive at the hospital incognito — on the operating table, Jack gasses the doctors, then downloads the research as Sydney extracts blood from a dying patient, who says the name Irina. Creating an explosion by mixing ammonia with iodine in a centrifuge, they escape to a helicopter on the roof. Jack explains that Irina had ordered Sark to infect her own operatives and use them as a test group.
Back in L.A., Sloane tells Jack that the mysterious wine was laced with VTX, a compound that counteracts the effects of sodium morphate — meaning Emily is alive or a rival wants the Alliance to think that Emily is alive and that Sloane is a rogue. Later, Sloane enters a church, believing he sees Emily. Jack says he suffering from guilt and says there’s a way to put this issue to rest. Later Sloane disinters Emily’s remains — her coffin is empty!

Sydney and Vaughn are ordered into quarantine because the strange device they’d seen in Taipei has been found to be the source of the virus. After a worrisome night together awaiting test results, Sydney is found to be negative. Vaughn’s tests are less clear but he is later released.

Syd watches on closed circuit TV as Jack tells Senator Douglas during his inquiry that he loves Sydney despite his limitations as a father. Still, Jack will go to jail and Irina will be executed the next day. Sydney commandeers Douglas’ limo and forces him to reverse the charges against both Jack and Irina by telling him that a Senator is working for The Alliance and she’ll turn her evidence over to the FBI if he doesn’t cooperate. It’s a lie, but it works.

Meanwhile, at home, Vaughn exhibits bleeding fingernails, a symptom of Sark’s virus.

The Counteragent (Original Airdate 11/17/02)
Vaughn wraps his bloody fingernails and heads to Irina’s cell. She thanks him for proving Jack’s involvement in Madagascar. Vaughn admits he’s sick and asks Irina what Khasinau learned from experimenting on people exposed to the Red Ball. Irina asks if he loves Sydney, to which Vaughn replies that he’ll tell her if she helps him.

Will tells Sydney that the 1982 standardized test is missing from public record. Sydney then explains “Project Christmas” and says that Vaughn thinks Russian intelligence is still running it to recruit American sleepers.

At the CIA, Sydney, having learned that Vaughn is sick, asks Irina if there is an antidote. It’s in Paldiski, Estonia, she says, at a former Soviet training base for nuclear submarine personnel. But the antidote is genetic- specific, meaning Sydney must manufacture it from Vaughn’s blood. With Vaughn now in the hospital and expected to live only three days, Sydney draws his blood and they hold hands. On her way out, Sydney meets Alice, Vaughn’s girlfriend.

Sloane confesses to Jack that he’s insecure about his standing within the Alliance and that he confessed the Emily issue to Kristof, whom he must now meet in Tokyo. He tortures Richter, desperately trying to find the location of Derevko’s ops base.
Will gets hold of the ’82 standardized test and finds that it contains no spatial relations questions. Later, Francie recognizes that the test is actually from ’83 because it references the American invasion of Grenada. Will then speaks to an official at the Dept. of Education who gives him the actual ’82 test, which has spatial relations questions. The official is baffled — he had submitted the test without such questions.

Sydney arrives at the Paldiski lab and dons a hazmat suit. She spots Sark. Finding the equipment, she learns that an alarm will sound if she tries to generate the serum. She ignores Kendall’s order to abort and makes the serum, thus alerting Sark to her presence. Sark traps her in a decontamination chamber and threatens to kill her by releasing ammonia flurochloride. He forces her to cuts a deal — Sydney can keep the antidote if she’ll deliver him Sloane.

At the CIA, Jack supports her plan, mentioning that Sloane will be in Tokyo. As Sydney prepares for the mission, Jack says he never wanted her to be involved in pre-meditated murder, and hints that it’s Irina’s influence on her. In a Tokyo hotel, Sydney, dressed as a geisha, overtakes a pair of guards and replaces a masseuse administering to Sloane. Syd stabs him with poisoned prongs from her hairpin and he passes out. Sark spirits away Sloane in an ambulance. A Sark associate gives the antidote to Jack.

In LA, Vaughn awakes from a 40-hour sleep. Jack tells him the antidote has been administered and Sloane is dead as a consequence.
At SD-6, Sydney surprisingly sees Sloane — with Sark! He says Sark is cooperating with SD-6 on the search for Derevko. In private, Sark explains to Syd that he revived Sloane and convinced him that they should work together to solve the Rambaldi mystery. Sark then diminished Sloane’s doubts by giving him a mysterious piece of paper.

A healthy Vaughn returns to Irina’s cell. He confesses his feelings for Sydney. Irina says he hasn’t said anything to the one that matters. He leaves her and runs into Syd, who hugs him and cries. She says that Sloane increased his standing in the Alliance by presenting Sark as their new ally. Vaughn says he knows that Syd met Alice, but Sydney tells him not to explain and leaves.Vaughn hesitates a moment and follows, but she’s gone.

Passage (Part 1) (Original Airdate 12/01/02)
Sydney privately tells Sark that if he burns her, she’ll return the favor. Sark tries to reassure her, saying he must keep quiet for his own safety as well. Later, a worried Sydney asks Irina if she told Sark that she was a double agent. Irina assures her that she did not, but that in itself doesn’t mean that she’s safe.

At SD-6, Sloane tells the doubting team that Sark has turned himself in and bartered immunity for information. Sloane reassures them that Sark won’t violate their agreement. Sark says that it’s not in his best interest to betray them. Sloane then unveils the next mission: Sydney and Dixon are to purchase the communication codes used by Uzbek troops. Extremist forces in neighboring Tajikistan are trying to use the codes to plan terrorist attacks, and SD-6 wants to study them. Irina, upon hearing of the mission from Sydney, insists on being released for 48 hours but refuses to offer details. Her request is denied.

Meanwhile, Sark tells Sloane that Sydney suspects he hasn’t truly turned himself in. Since Jack can influence Sydney, they agree that Jack cannot know the real use of the codes. As Sark leaves, Sloane receives a phone call demanding account numbers for all SD-6 investments — or he will be held responsible for the death of his wife, Emily. Sloane is defiant.

Sydney and Dixon meet with Zokolov in Uzbekistan and obtain the codes, which are secure in a case. However, the case will detonate if opened without proper validation — a fingerprint of the case’s owner, an Uzbek soldier who’s been conveniently assassinated. Disguised as Uzbek soldiers, Dixon delivers Sydney’s “corpse” to a morgue. Having gained entry, she then finds the soldier’s body and obtains the print. Sydney fights off several guards, finds Dixon, and they return to home.
In LA, Will informs Vaughn that the KGB inserted questions into the 1982 standardized test, which was administered to 5 million American children. Vaughn bluntly says that Devlin ordered him to let Will go because his involvement may pose a security risk.

Sydney tells Will that she has to gain Sark’s trust. Later, she asks Vaughn why the CIA is ignoring Will’s findings. Vaughn simply says that the research was sent to the FBI. He then shows Sydney a watch, a gift from his father, who had told him, “You could set your heart by this watch.” The watch stopped October 1 — the day he and Syd met. Their pagers sound, and the moment is cut short.

Sydney and Vaughn discover that the codes are actually for six portable nuclear warheads that were confirmed missing six months ago. Furthermore, Sark electronically sent the codes to an unknown third party. They should have listened to Irina.

Irina says that revealing the details earlier might have exposed Sydney as a double agent. The warheads are in Kashmir, she says, at a former maximum security prison that’s now the stronghold for the People’s Revolutionary Front. Sydney convinces Irina to lead a team to Kashmir. A furious Jack reacts by joining the team himself. He gives Irina a necklace layered with C4, warning her that he would detonate it if she tried to escape.

Will, although no longer working for Vaughn, gives him 40 names of children who achieved perfect scores on the standardized tests. He researched a culture study from 1980-1985 to find these scores, which Vaughn had said the CIA couldn’t uncover. Will says he’s still trying to figure out why the ’82 tests were missing.
Disguised as a loving family on vacation, Irina, Jack and Sydney board a train en route to Kashmir. They parachute from the train and meet their contact, who provides them with the necessary equipment. Meanwhile, back at SD-6 Sloane receives a small package containing Emily’s finger, with the wedding ring attached.

Syd, Irina and Jack are ambushed by the PRF on the way to the camp. During the fight, Irina uses the C-4 necklace, as well as a machine gun. After killing the soldiers, Jack informs Irina that she is not to carry a weapon. Irina acquiesces, but reminds him that they are in enemy territory and need to start trusting each other. The trio makes their way toward a CIA station where they can patch through to Langley on a secure line. They leave, set to arrive at dawn.

Passage (Part 2) (Original Airdate 12/08/02)
At CIA headquarters, Vaughn learns of the PRF ambush on Sydney, Jack and Irina. Sending a rescue team is impossible, since doing so may instigate the Pakistanis. To make matters worse, Vaughn receives a memo stating that the nuclear warheads will be activated the next day at 1700 hours.

The trio makes it to Srinagar and meets Jack’s contact. Vaughn contacts Sydney and informs her of the nukes’ impending activation. Sydney jokingly tells Vaughn that while some families go miniature golfing, her family hunts for nuclear warheads. Disguised as Pakistanis, they head for the PRF base in an old truck. Jack, under seemingly false pretenses, makes Irina hide in a grain bin stowed in the back. The cars stalls 10 miles from the base and they begin to walk. Irina informs them that the easiest entry into the base is via a sewage tunnel — beyond a minefield that she can navigate. Jack is dubious, but they have no choice.

At SD-6, Sark tells Sloane that he’s spoken with the leader of the PRF, Gerard Cuvee, who will upload the “results” to the server after the operation is done. Sloane then receives another mysterious call regarding his wife. A voice demands $100 million in bearer bonds within 24 hours. If Sloane fails to deliver, the voice says, the next delivery will go to the Alliance.

Nearing the PRF facility, Sydney and company are again attacked. Jack this time gives Irina a gun and they repel the attackers. Jack, however, has fallen near a landmine; any movement would set it off. With Irina’s guidance, Sydney defuses the device. Meanwhile, Vaughn discovers that the Indians have learned about the nukes and will launch airstrikes in 24 hours against the Pakistani rebels.
Once inside the PRF HQ, Irina determines that the nukes will be in a secure R&D lab, protected by thermal sensors. They must split up, Irina says: she’ll deactivate the security system from Cuvee’s office, Sydney will raise the lab’s temperature so they won’t be detected when they enter, and Jack will patch into the voice-recognition system to open the doors. Jack, still skeptical of Irina, reluctantly agrees to the plan.

Sloane meets with The Alliance, informing them that someone has interfered with his wife’s assassination and is extorting him. He suggests that they cooperate with the blackmailer and put a tracking device on the bonds. Later, Sloane drops the bonds, which are being tracked by Marshall, at the specified location. To Marshall’s dismay, the tracking signal is quickly lost.

Jack and Sydney make it to the lab, only to find that the nukes’ plutonium cores are gone. Suddenly, Cuvee enters 3 with Irina alongside! They’re incarcerated, and a fearful Sydney watches Cuvee and Irina confront Jack. Cuvee says that years ago he gave Irina the assignment to marry a CIA officer. Irina tells Jack that the PRF has made a deal with Sark. When Cuvee leaves, Irina reveals to Jack that it’s just an act, that she was caught and had to play along. She pistol-whips him, but secretly gives him keys to escape.

Vaughn appeals to Indian authorities to delay the airstrikes. He’s denied but is given the use of a helicopter to rescue his friends.
Jack frees himself and Sydney, and tells her that Irina said the plutonium cores are being used to activate a Rambaldi artifact — one that, through self-sustaining cell regeneration, proves endless life. They contact Kendall and are told to vacate immediately because of the impending Indian airstrikes. Jack disobeys orders and tires to find Irina.

They make it to the lab, where the PRF is using the cores to activate the artifact. As the airstrikes begin, the artifact opens up — revealing a flower. Jack and Irina, who was in the lab, overpower Cuvee. Vaughn arrives in the helicopter and spirits away Sydney, Jack and Irina.

Back at the CIA, Irina returns to her cell and finds her reward — a fresh set of pillows and blankets. She explains to Syd that she shot her in Taipei to maintain her own cover. Later, Sydney learns from Vaughn that the flowers are 400-600 years old. Vaughn hands her something — tickets to go miniature golfing, which she does with Will and Francie while Vaughn observes from a distance.

The Abduction (Original Airdate 12/15/02)
Sydney tells Will that Devlin would approve of him doing research if he undergoes a psychological evaluation test. Francie walks in on their conversation and wonders aloud about the secrecy between Will and Syd. Later on, Irina tries to explain to Syd why she worked with the KGB, and calls herself a fool for abandoning her daughter. They hug but guards separate them.

Sloane threatens Sark with torture, questioning his allegiance after the failed mission in Kashmir. Sark declares his loyalty to Sloane and suggests that a leak could have come from within SD-6. Shortly thereafter, Sloane organizes a mission pairing Sydney and Sark. He describes the NSA’s Echelon Satellite System, which filters transmissions and indicates threats to national security. Sark informs the group that Cuvee is in possession of an Echelon terminal and is moving it from its Paris location via armed transport. They must steal the terminal and bring it back to SD-6.

At the CIA, Vaughn gives Syd the countermission: she is provided with a deletion program that she will upload to the terminal, so when SD-6 turns it on, the hard drive will be wiped clean. Vaughn says that Alice’s father died; Syd offers condolences. Meanwhile, Jack tells Irina that he believes she and Sark are still in league. He offers her a deal that would relocate her to private prison in Puget Sound in return for a full explanation of why she turned herself in.
In Paris, Sydney and Sark disable their target, a guarded truck, but learn that it was a decoy. Sydney gives chase to a man who emerges from another vehicle and finally grabs the terminal. Meanwhile, Sloane introduces Jack to Ariana Kane, the head of Alliance counter- intelligence, who is investigating Emily’s mysterious reappearance. Later, she interrogates Jack, who explains that Sloane recruited Syd without his knowledge in order to ensure his loyalty.

After Will’s taken the psych test, he and Syd talk in a bar. As she justifies her secrecy by calling it a “gesture of love,” Vaughn and Alice enter. They meet, share an awkward moment and move on.

Back SD-6, Sloane tells the team that a failsafe erased the Echelon terminal’s hard drive. Cuvee, he says, may be able to reverse engineer a new terminal based on duplicate software that he’s stored on a secure server in London, so he wants Syd to delete it. Marshall says the server can detect any electronic intrusion, so it must be cracked manually by a polymorphic algorithm — something only he can do. A nervous Marshall accepts his mission.

Vaughn tells Sydney that Marshall must be taken into protective custody after the mission because he has a photographic memory and will recall the system files even if they’re deleted. He is, essentially, a human reboot. Sydney cautions that SD-6 is Marshall’s life, and that the truth would be difficult for him to handle.
In London, Sydney and Marshall arrive at Royal Albert Hall dressed impeccably for the London Philharmonic. They sit behind Thatcher Powell, Cuvee’s head of IT security, who is the only man with access to the secure server. They sedate him, steal the access key and go to the server facility. While Sydney is trashing a couple of guards, Marshall is shot with a tranquilizer, which makes him too woozy to hack into the server. Sydney revives him with a kiss, and he quickly succeeds. They retrieve the software and return the key before Powell awakens. But they are observed by a mysterious man in a wheelchair.

After Syd and Marshall split for their return flight, Marshall is taken into custody — but not by the CIA! At SD-6, Ariana insists to Sloane that Jack is the prime suspect because he is unafraid of Sloane and is therefore hiding something.

When Jack visits Irina to discuss the deal again, Irina states that she has nothing to confess and that she turned herself in to make up for past mistakes. She also says that she will now allow Jack to debrief her, in addition to Sydney.
A terrified Marshall is in the custody of … “Suit and Glasses.”

A Higher Echelon (Original Airdate 01/05/03)
Sydney reveals her mission regarding the Echelon system to Will, and believes that Marshall is safe with the CIA. Marshall is actually being tortured by Suit and Glasses, who demands to know where the Echelon operating system is located. Under threat of death, Marshall later agrees to use his photographic memory to rewrite the Echelon code.

At the CIA, Vaughn tells Syd that Marshall was abducted by an associate of Cuvee. Although an extraction team is searching for him, Sydney feels that Marshall is her responsibility. The larger issue is that before he was abducted, Marshall e-mailed Cuvee’s copy of the Echelon access program to SD-6.

At SD-6, Sloane reveals that Marshall’s email was broken into packets of data that were routed to SD-6 via ISP’s around the world. An error in Vietnam prevented several data packets from being transmitted, however, so Sydney and Dixon are to travel to a government facility in Ho Chi Minh City to retrieve the data. Sloane feigns concern for Marhsall and contacts SD-4 for a replacement. Sydney’s CIA countermission is to switch the actual data with corrupted files.

Sydney tells the CIA that Cuvee would just have to reverse-engineer the software to get back online. However, an access point is also needed to gain entry to Echelon. If they could find it, they can prevent Cuvee for using it — unfortunately, they can’t find it. Vaughn says that Irina believes she can find the back door. Her terms are that she gains unrestricted access to Echelon. She says that the CIA technicians will find that the security system is like quicksand. Kendall rejects this notion.
Back at Credit Dauphine, Jack finds Ariana Kane going through his office. She downgrades his network privileges and revokes his security clearance pending the outcome of her investigation into Emily’s situation. Jack has the CIA forge hard evidence that he was in Taipei and Istanbul on SD-6 missions during crucial periods in Emily’s disappearance and death.

Disguised as a businesswoman, Sydney makes a presentation in Vietnam during which she flashes a strobe light that renders the audience unconscious for 3 minutes, allowing her time to access to the server room and obtain the data. Finding the hard drive bay empty, Sydney runs to the repair room but Dixon beats her there and discovers the correct hard drive before Sydney can switch it.

Sydney returns home; Sloane now has everything he needs to access Echelon. Meanwhile, the CIA has halted the search for Marshall because an extraction team was killed during a sweep in London. Francie casually mentions Sydney’s crush on Vaughn to Will. Later, Will meets with Vaughn, who hires him as a CIA analyst — his cover is that he’s a journalist for Trade Roads magazine. Will tells Vaughn that Syd cares for him and wants him to respect that.

With SD-6 gaining access to Echelon in 12 hours, the CIA can’t crack Echelon — as Irina had cryptically noted, they encounter a virus called Quicksand. Kendall finally agrees to let Irina have a try. Kane shows Sloane a forensic report indicating that Jack checked out a weapon on the day that Emily was murdered. Furthermore, brain matter was found in the gun barrel. Sloane gives her permission to run a DNA test.
As Marshall is writing the code he pings SD-6 to inform them of his Mexico City location. Sloane wants to notify an extraction team, but Sydney and Dixon request the mission.

Jack meets with Ariana in a meeting monitored by the CIA. She demands his cell phone’s SIM card and asks who Steven Haladki is. Vaughn quickly scribbles an ID number on his SIM card and switches with Jack. Jack explains that Haladki had been in league with Irina, and therefore had to be murdered. Jack hands her the card and leaves quickly. Ariana notices ink on her fingers.

Disguised as clubbers, Sydney and Dixon set up a surveillance feed and locate Marshall. Marshall shows his finished program to Suit and Glasses — it’s an old-school Pong game. Sydney arrives just in time to prevent Marshall’s execution but they’re soon trapped in the upper stories of a skyscraper. Marshall breaks a window and “rescues” Sydney with the parachute lined in his jacket — the one he keeps because he fears commercial air travel.

Irina finds the access point and prevents SD-6 from entering Echelon. Vaughn explains to Sydney that it didn’t make sense to bring Marshall to the CIA after what happened with Sloane. Jack confronts Sloane at his home, stating that Kane needs someone to blame and is setting him up. He gives Sloane leads, trusting that he will not be framed. When Jack leaves, however, Sloane calls Kane, informing her that Jack just left his house.

The Getaway (Original Airdate 01/12/03)
Jack is attacked as he meets a contact in a darkened movie theater. As he flees on foot, Sydney pulls up and rescues him. He explains that Alliance counter-intelligence is after him because he’s suspected of extorting $100 million in bonds from Sloane. Sydney’s upset that he didn’t tell her. Back at the CIA, Jack explains to Sydney the blackmail scenario involving Sloane and Emily. Kane is framing him, and is uncovering his secrets in the process.

At SD-6, Sloane offers Sydney a new mission: to retrieve Triad’s prototype quantum gyroscope missile guidance system. She and Dixon are to intercept Carl Shatz, the courier who is transporting the gyroscope from Berlin to a lab in East France. Vaughn’s countermission for Sydney is to steal the gyroscope and create a defective one for SD-6. Vaughn will travel to France as part of an on-site team.

Sloane informs Jack about the tracking device implanted in his neck by The Alliance, so he had to tell Kane of his visit. Sloane says he trusts Jack and gives him a name- Jacques Breo, an Alliance member he murdered. He suggests the blackmailer might want revenge for the killing. Jack discusses this with Irina, admitting he needs her smarts. Irina says she needs Information Resources to pull everything they have on Breo. Meanwhile, Kane suggests to a doubtful Sloane that Sydney might be a double agent.
As Sydney prepares to leave for Nice, Weiss returns from his lengthy stay in the hospital. Dixon and Sydney later arrive at the airport, disguised as a priest and a punk, respectively. Sydney collides with Shatz and picks the gyroscope. While the copy is secretly being made, Vaughn asks Sydney to dinner. She agrees, despite her misgivings. Back at SD-6, Kane learns that Sydney left the airport with a man that was not Dixon and has two agents track them.

Jack and Irina study the information relating to Breo and find that Creole traveled to Lima, Peru six times and each time declared $70,000 in cash. Still, it doesn’t suggest a reason for revenge. Irina suggests that Jack find out where he stayed and pull the security tapes.

Sydney and Vaughn begin dinner awkwardly, but the date heats up when they agree to a romantic tryst. Just then Kane’s men, who’ve learned that Vaughn is CIA, enter the restaurant firing. Syd and Vaughn are chased down an alley, where Vaughn kills both of them. Remembering the gyroscope, Vaughn says that they should give SD-6 the real thing so as not to arouse any suspicions.

Jack scans the security tapes of Brio’s hotel in Peru and finds a shot of Brio — and Kane! He learns that the same day Sloane handed over the bonds, Kane opened an account in Monaco. If he can get into their network, he can verify her balance and prove she’s the blackmailer. Kendall suggests that Jack let the CIA take care of it, but he refuses to wait.
When Jack arrives at SD-6 he logs in to the network and finds that Irina’s account balance is zero. He’s taken by SD-6 agents to be interrogated by Kane, who injects him with sodium pentothal — truth serum. But Sloane arrives, releases Jack, and holds Kane instead. Jack had sent Sloane an email, giving him an account of what he had found — Kane had deposited the bonds, but only long enough to convert them into cash, which she then withdrew. Later, Irina suggests to Jack that Sloane requested Kane because she was easy to frame.

Sydney tells Francie that nothing will happen with Vaughn. Later, Vaughn informs Sydney that if he tells the truth about the mission in his debriefing, he will be removed as her case officer. Sydney responds by stating that they work well together, and should stay together as a result. She hands Vaughn the gyroscope, she switched them after all.

Sloane meets with a man who has created a ring that will act like the tracking device in his neck. He’s now able to move about freely. Sloane kills the man and travels to the Philippines, where he meets his wife. Their plan worked.

Phase 1 (Original Airdate 01/26/03)
In a comfortably appointed 747, Sydney poses as a call girl and models lingerie for an unnamed fat man. She gets close to him, surprising him with a choke hold and demands to know the location of Server 47. He tells her, and she knocks him and downloads data from the terminal. She searches the plane for a parachute and fends off a guard — but the fat man appears brandishing a gun and fires at Syd …

At the CIA, Vaughn pulls Sydney aside and says that it isn’t working between them because he’s going crazy with passion and worry for her. She agrees but they rationalize their chemistry is helping bring down SD- 6. Weiss interrupts and they end the conversation. Kendall reveals that Sloane is MIA and has been replaced as head of SD-6 by Anthony Geiger. Syd and Jack’s new mission is to get close to him.

At SD-6, Sydney introduces herself to Geiger, professes loyalty and, under his questioning, tells him that she felt it was her fault that Sloane had Danny killed. Later Sark tells her that he’s nervous about Geiger, who has looked into Sloane’s secret files on Server 47. Syd then tells Jack that this mysterious server could have crucial information about the Alliance that could make them vulnerable.

Vaughn locates the Server 47 — it’s on a continuously airborne 747 that lands only to refuel and is guarded by a man named Macor (the fat man). As payment for spending his life on the jet, he’s supplied with an unlimited number of call girls. Syd’s mission is to gain access to the server in the main cabin by playing a high-priced hooker.
Vaughn and Weiss observe Sydney’s conduct via a monitor from a cargo plane flying at a lower altitude. They watch with disbelief as Macor’s shot misses and as Syd picks up a gun and fires — puncturing the plane’s hull and depressurizing the cabin. Macor is sucked out and drawn into the jet engine. Struggling against the vacuum, Sydney manages to find a parachute and jumps to safety.

In L.A., Will tells Francie that he must quit her restaurant because he got a job as a travel writer. She’s genuinely happy for him and an innocent kiss turns romantic. Later on, they tell Sydney.

Kendall is reluctant to move on the info downloaded from Server 47 because the risk is too great if it’s incorrect. Sydney suggests they verify the security code at the SD-6 computers with what’s in the new info. If it matches, then the info is accurate.

Meanwhile, Geiger notices a strange email that Sloane had written and runs a program that tracks keystrokes. The email reveals that Sloane knew that Jack and Syd were double agents working against SD- 6!Geiger confronts Jack. Jack calls Syd and tells her to come down to SD-6, but to take surface streets because the highway is jammed — a coded phrase meaning he’s been compromised. Geiger tortures Jack with electrocution, hoping to find out who Jack’s working for.
Sydney is frantic because she can’t help Jack and knows Kendall will think a rescue is too risky. She tells Will and Francie to leave town because someone is looking for her. She then meets with Dixon and reveals to him the truth about SD-6 and her role as a double-agent. She asks him to hack into SD-6’s innermost server and make visible to the CIA the code that will verify their info. Dixon is dubious but acquiesces. When the CIA receives the code, Kendall orders a global assault on all Alliance and SD cells.

A CIA team overruns SD-6. Sydney finds Jack just in time and shoots Geiger. As the CIA gains control of the facility, Sydney and Vaughn see each other amidst the carnage and kiss passionately!

Later Sark, who has escaped unharmed, phones Sloane and informs him that Phase One is complete. A pleased Sloane asks him to check in on their “new asset.” Sark phones … Francie. But it’s a double. She’s murdered the real Francie, who lies on the floor with a bullet to her head!

Double Agent (Original Airdate 02/02/03)
CIA Agent Jim Lennox is in bed with his partner, Emma Wallace. She tells him that she’d like to go back to Fiji. He agrees and they kiss. When he goes into the shower, she frantically types an email: “Abort operation. Lennox is a …” Lennox hits her before she completes the message. Sloane, whom Lennox has called to say he’d been compromised, tells him to make it public. Wallace, strapped with C-4, is thrown from a van onto a Berlin street.

In L.A., Vaughn tells Syd that Marshall and Dixon are being debriefed and Sloane is now on Interpol’s most wanted list. He also tells her that he broke up with Alice. Weiss introduces Christine Phillips, a new clandestine services grad from Langley who will observe for the next few months. They all watch as Wallace appears on the news singing “Pop Goes the Weasel.” The agents watch in horror as Lennox remotely detonates the C-4, killing Wallace.

Shortly thereafter Kendall briefs the staff, saying that Wallace’s mission had been to gain the trust of Dr. Enzo Markovic, a scientist developing a technology known as Helix, to determine if it was a weapon. Enzo was believed to have gone to a secret lab in the Serena del Sol Resort in Cayo Cancho, off the Dominican Republic. Lennox is believed to be held there or dead. Sydney and Vaughn’s mission is to acquire intelligence and bring Lennox back home.

Vaughn picks up Syd at her apartment. They kiss and she introduces him to Francie, who thinks they’re going to a finance conference in New York. Syd gets a strange vibe from her.
At the resort, they force Enzo’s security chief to reveal Lennox’s location. Syd interrupts Lennox’s torture and beats his two inquisitors. His eyes were affected so she blindfolds him and leads him away while Vaughn acquires the Helix files. When Syd is attacked by a guard, Lennox removes the bandage, risking his eyesight, to shoot him. Back home, the CIA gives Lennox a clean bill of health

Under questioning, Lennox explains that while he and Wallace were working for Enzo as freelance security experts, the discovered that he was working for someone else. Lennox was going to hack the database in Cayo and transmit the data to Wallace in Berlin, but he was caught before that could happen. Sydney is shaken when he also reveals that he and Wallace were engaged.

Phillips analyzes the tape of Wallace’s death and, due to static on the tape, determines that the detonator was within a block of the explosion.A sympathetic Syd visits the grieving Lennox at a safe house. He kisses her, but quickly apologizes.Two men appear and accost Lennox. He beats them but then Syd subdues him because the men are government agents who want to take Lennox into federal custody.

At the CIA, Jack reports that Helix is a new gene therapy that can reshape a patient’s face and body. The only way to determine an actual identity is through an ocular scan — this flaw was purposely built into the procedure. Lennox, he says, was the first test subject to be doubled, meaning Lennox may actually be Enzo. Vaughn then places Lennox at the scene of Wallace’s murder. Syd is dubious, believing Lennox’s grief to be authentic.
Lennox’s scan checks out okay, and he’s shocked when Syd tells him he’s been doubled. They learn that Enzo brought Helix to Poland. Syd and Lennox are to find it, download the schematics and destroy it.

At a railroad depot, they disable the guards and break into the freight car where the technology is hidden. Lennox reads data and learns that another person has been doubled. Vaughn receives a frantic call from a man claiming to be Lennox, who says the man the CIA rescued is really Enzo. This Lennox says the ocular scan is merely disinformation and that he’s approaching the freight car and will destroy the technology.

Vaughn notifies Syd of the predicament. Jack tells her to disarm both men and they’ll figure out the mess once they’re both in custody. She makes Lennox handcuff himself to the freight car. When she leaves, he breaks his hand in order to slip through the cuff and picks up a gun.

Syd confronts the second Lennox, but the first one appears. They’re in a standoff. Syd threatens to detonate Helix. The second Lennox reacts and tries to shoot Sydney. The first — and real — Lennox shoots and kills the phony. Sydney destroys Helix.

At the CIA, Lennox prepares to go to Fiji — he’s never been there; he and Emma were going to go on their honeymoon. Later on in Syd’s apartment, she and Vaughn fall into bed. But they’re being observed through a camera secretly installed in the television. Francie watches — she’s the other double.

A Free Agent (Original Airdate 02/09/03)
Sydney and Vaughn wake up together. During their bedroom chatter, Syd mentions that it’s her graduation day and discusses her desire to leave the agency. Kendall later refuses Sydney’s resignation, adding that as a civilian she would no longer be able to see her mother. Irina, hoping to push her daughter away from the CIA, says she will refuse to see her if Syd stays with the agency.
At the Long Beach Aquarium, Sark kidnaps Neil Caplan, a Cal Tech mathmetician, along with his wife and child. They’re taken to Switzerland, where Sloane shows Caplan the Rambaldi manuscript and explains his 30-year-search for artifacts.
As Syd prepares for her graduation, Sloane calls, ostensibly to congratulate her. He admits he knew she and Jack were double-agents and that he used them to free himself of The Alliance. He warns her not to get in his way. At the CIA, Kendall briefs Syd on Sloane’s kidnapping of Caplan, whose knowledge of Knot Theory — how geometric objects fit together — would enable Sloane to build a weapon out of the Rambaldi artifacts. Syd wearily realizes the battle against evil is eternal, and rethinks her resignation.
Sydney tells Dixon that he’s been cleared, and offers him a CIA job. Dixon, however, feels manipulated by Syd and never wants to see her again. He goes home to his wife and confesses his life of deception. Despite his vow to be honest with her in the future, she later says that she’ll leave him if he joins the CIA.
Marshall, on the other hand, has already adapted to the CIA and has found a Sloane associate — Holden Gemler, a cybernetics specialist in Van Nuys. Jack discovers Gemler’s body, sans one eye, during a search. Marshall reveals that the eye is actually a tracking device and they deduce that Sloane hired Gemler to deactivate his own Alliance-implanted tracking device. Marshall accesses the memory in Gemler’s eye, which shows Sloane killing Gemler and mentioning a chartered C-123 cargo plane from Shipman.
Shipman is a smuggler-operated airfield in the Mojave Desert. With Vaughn posing as an arms dealer, Syd sneaks in and downloads the plane’s data recorder, which will reveal Sloane’s final destination as Switzerland. Syd repels an attacker, sending him into the plane’s propeller.
With Caplan agreeing to help Sloane in order to save his family, Sloane plans to break into a Zurich bank that holds Caplan’s invention, a magnetometer, which can measure magnetic fields and fit the Rambaldi pieces together perfectly. Sloane talks to Emily, telling her that their Tuscan villa will be ready in a few more days.
In Switzerland, Vaughn contacts a mercenary employed by Sloane and nearly sets him afire before he reveals the location of Caplan’s wife and child. With the family rescued, Syd has Marshall triangulate the calls from a cell phone she found on a kidnapper and finds that they originate from the Zurich bank. Syd and Vaughn race through the streets to get there in time.
At the bank, Sloane, who has changed his appearance to that of an elderly man, gains access to the vaults under the pretext of making a $50 million deposit. He shoots the bank manager and finds the magnetometer. Syd and Vaughn arrive as Sloane and his team are leaving. The standoff is broken when Sloane says he has rigged the lower level with enough C-4 to destroy a city block and if he doesn’t exit in 30 seconds, an off-site team will detonate it. Sydney and Vaughn toss their guns to the ground. Sloane throws Sydney a set of keys, telling her that she will drive him out.

Firebomb (Original Airdate 02/23/03)
Sydney and Sloane leave the bank while Vaughn works to disarm the C-4 in the bank’s basement. While Syd drives Sloane’s getaway car, she tells him that he’s on the CIA hit list. Sloane, having learned that the C-4 is disarmed, jumps from the car to a speeding van that eludes Sydney. Later at the CIA, Kendall and Syd argue about Sloane, with each saying the others efforts are sub par.
Vaughn receives a call from Weiss while at Sydney’s apartment. The phone call triggers one of the hidden bugs, which replays a previous conversation. They locate the bug in a wall. At the CIA, Marshall says that he had made the bug while at SD-6. The bug, he says, periodically transmits to a receiver, which is why Vaughn heard it over his cellular. Jack orders Marshall to reverse engineer the bug to find to whom the conversations are going.
In Switzerland, as Sloane views a Rambaldi page with a hole in the center, Sark informs him that Caplan’s tests are complete. The artifact is ready, and Sark will now prepare to test it. Sloane flies to Kandahar and meets Ahmad Kabir, a Pashtun warlord, hoping to recruit him as a partner in his nefarious plans. He wins over the reluctant Kabir with a gift — a pen once belonging to a 17th century Afghani warrior-poet.
At Syd’s place, Francie tries to get Syd to talk, saying they’ve grown apart recently. But Syd receives a phone call from Vaughn and leaves immediately. Francie realizes that the bugs have been discovered and calls Sark, who tells her that they’ll be looking for an L.A. asset so she should simply give them one. She later kills and frames Sydney’s plumber.
The bug’s feed proved to be untraceable, but Kendall has info placing Sloane with Kabir. In discussing a way into Kabir’s compound, Sydney reveals that Dixon had infiltrated his operations and stolen a missile shipment. Kendall orders Sydney to recruit Dixon. She tries, but is rebuffed. Vaughn then tells Will to present his analysis of Kabir to Kendall.
In Kandahar, Kabir observes Sloane admiring a 16th century Buddhist statuette of an ahrat, a destroyer of the enemy. He asks for proof of Sloane’s power. Sloane asks him to choose a target.
At the CIA, Will recommends that they contact Aliyah Kazabi, Kabir’s ex-wife, who hates him so much that she escaped from his tyranny with their son. She’s married to an administrator at the Vatican Embassy in Mexico City. Vaughn and Sydney immediately leave to find her. Sark, meanwhile, has been dispatched to Mexico City, where he hides the Rambaldi weapon in a van outside the embassy. He sets it at 20 percent of its capacity.
Sydney, disguised as an old woman, tracks down Kazabi, who refuses to get involved. Weiss informs Vaughn of a plot to blow up the embassy. He alerts Syd, who knocks Kazabi unconscious to take her with them. As they speed away, those in the embassy and its church burst into flame. Weiss notes a hot spot on his infrared monitor, although Syd and Vaughn see nothing. Upon returning, however, they find dozens of charred bodies. It’s enough to sway Kazabi, who decides to help.
A very pleased Kabir, believing his ex-wife to be dead, gives Sloane the ahrat as a gift, as well as $40 million. The CIA traces Sark from Mexico City to Kabul and assumes the operation involved Sloane. Sydney’s mission is to enter Kabir’s compound and disable the weapon. Marshall explains that the weapon acts like a neutron bomb, emitting high energy, microwave-like pulse. It also knocks out electricity, meaning it can down planes, and there is no defense against it. He shows Sydney a cold suit that she’ll wear in order to shield herself from the heat-sensitive cameras at the Helmand base.
Sydney successfully enters Kabir’s base but her intel is bad, and she’s detected and captured when her mask is knocked off during a fight. Vaughn asks for assistance but Kendall refuses to take the chance. Unless they find another way in, no one will save Sydney. A desperate Vaughn turns to … Dixon.
In Kandahar, Kabir tortures Sydney. As he is about to destroy her knee with a hammer and chisel, he’s shot — it’s Vaughn and Dixon. They take the device, fight their way out and return home. Syd thanks Dixon, who says that he can’t judge her for not telling him about SD-6. At her apartment, Sydney relates to Vaughn that every time they think they have seen the worst, it is far from over.
Sark wonders why Sloane left the weapon with Kabir, who ultimately lost it. Sloane breaks the ahrat, revealing the missing piece of the Rambaldi manuscript page. He places the piece in the missing center, completing the page.

A Dark Turn (Original Airdate 03/02/03)
An elevator falls 40 stories, killing the three men inside. Sark pries open the door and retrieves a wallet from one of them, a Russian arms dealer named Yuri Karpachev. At a briefing, Kendall tells Jack that Karpachev was one of Irina’s contacts. Jack also knows that Karpachev had ties to Sloane.
Irina tells Jack that Karpachev’s wallet contained a key to his safe, which Sloane believes contains a Rambaldi manuscript. It doesn’t, she says. Karpachev sold it to a man in Bangkok named Ilya Shtuka. She proposes a meeting with Shtuka to obtain the manuscript. Word of her re-appearance would also draw out Sloane. If he’s captured, Irina hopes, then Sydney will quit the CIA.
Sydney is called in to meet with Mitchell Yager, a counter-intelligence analyst who is investigating Vaughn. Vaughn, he says, has contacted unapproved foreign operatives and met with Vladimir Prokrowski, a former KGB assassin. He pressures Syd to examine Vaughn’s laptop because he may have downloaded a forbidden decryption program called Xenon. .
Meanwhile, Kendall is hesitant to allow Irina to make contact with Sloane. Jack reassures him, stating that he’ll escort her, and that they’ll bait Sloane with the manuscript. He says that he’d know if Irina was deceiving him again. Marshall implants a tracking device in Irina’s shoulder.
Irina meets with Shtuka at a Bangkok nightclub. He reveals that traded the manuscript for opium rights in Hong Kong. Irina kills him, and is then saved from an attacking thug by Jack. They fly to Hong Kong, where they manage to obtain the manuscript.
At the CIA, Vaughn calms a suspicious Syd, who then returns to Yager and states she can’t betray someone she loves.
Sloane is informed of Irina’s appearance and requests a meeting in Panama to discuss the purchase of the manuscript. Jack and Irina will be accompanied by a delta force. Irina requests a visit from Syd, and tells her that the mission is going to be dangerous — and that she loves her.
At the apartment Francie puts Will under hypnosis, and he reveals the orbital location of a satellite, as well as its operational controls.
In Panama, Irina and two guards are to meet Sloane. They’ll be tracked by a CIA satellite — when the time is right, the delta team will ambush Sloane. At Irina’s behest, Jack removes the tracking device so Sloane cannot possibly detect it. Jack and Irina kiss.
Weiss tells Syd that Vaughn is about to be charged. They locate Vaughn at a bar, where she observes him secretly receiving a package. She confronts him, telling him the CIA suspects he’s a spy. Vaughn confesses to Sydney that he’s been investigating Irina since she turned herself in. After months of research, he’s found nothing to suspect she has an agenda.
Expecting Sloane, Irina finds only Sark, who has arrived in a limousine. She and the guards cautiously enter. The CIA loses the satellite signal — it’s been hacked by Sloane, based on the info that Will had given Francie. Subsequently, Jack tells Kendall that he cannot activate the tracking device, and to send in the Delta team. The team surrounds the limo at a pier but the occupants are not Sark and Irina. It’s a dupe that was used when Sark drove through a tunnel. Kendall checks the manuscript at the CIA and finds that it is filled with post-it notes.
Sark stops his car under a bridge, shoots the two guards and tells Irina to get out. A van arrives with Sloane inside. Irina thanks Sloane for extracting her, and hands him the manuscript, which she had hidden with her during the entire operation.

Truth Takes Time (Original Airdate 03/16/03)
Despite Sydney’s remonstrance, Vaughn’s badge is taken and he’s now officially under investigation. Jack tells Sydney of Irina’s escape and betrayal. Heartbroken, she retreats to Irina’s old cell, where Dixon consoles her. Sydney shows him the earrings Irina left for her and wishes Irina was dead.
Aboard Sloane’s jet, Sloane and Irina discuss their plans — Irina will acquire files from a genetic database in Germany while Sloane reunites with Emily in Tuscany. He speaks of his regard for Sydney, angering Irina. “Don’t ever talk about your love for my daughter,” she says. Later in Tuscany, Sloane surprises Emily with the purchase of a villa.
At the CIA, Jack takes over the briefing from Kendall. Due to his intimate knowledge of Irina, he’s been assigned operational control of the task force aimed at her, and Sloane’s, apprehension. Jack reveals he secretly injected Irina with a passive transmitter, and that it will reveal her location in 12 hours.
During target practice, Vaughn tells Sydney that his security clearance has been temporarily downgraded but he’s still field-ready. He advises her not to join the task force; she shouldn’t have to hunt her own mother. Syd assures him that she won’t hesitate to pull the trigger. Meanwhile, an incensed Kendall, feeling misled into trusting Irina, confronts Jack. Jack assures Kendall that he’s not after his job and he’ll step down after Irina’s capture.
Irina’s signal goes live; she’s in Stuttgart along with Sark. Posing as a Scandinavian pharmaceutical rep, Irina gains access to the genetic database at Brucker Biotech, the German equivalent of the Human Genome Project.
Sark spots the CIA outside and assumes Irina’s tagged. He de-bugs her with an electric shock and sets an explosive while she downloads the database. The CIA moves in. Sark meets Vaughn in a stairwell and shoots him. Sydney knocks the gun from Sark, who then flees. Vaughn, Syd learns, was wearing a bulletproof vest. Irina then baits them into chasing her, so they’re free of the building as the bomb explodes.
In Tuscany, Emily answers a call from Irina. She summons Sloane, who is told to go to his jet for the handoff. Sloane begs a confused Emily to trust him. Back at the CIA, Will explains that the data contains the DNA of millions of private citizens. Marshall theorizes that Sloane could develop genetically-targeted weapons. In Sloane’s jet, Emily is shocked to see Irina, whom she thought dead, and angered at Sloane’s continuing deception. Sloane explains that what he’s after will let her live cancer free forever.
At dinner in L.A., Sydney thinks Francie’s behavior is odd after she presents Vaughn with a gift.
Emily, meanwhile, turns herself in to the American consulate in Florence and asks to speak to Syd, who flies in to meet her. Tired of the lies and rationalizing, Emily offers up Sloane in return for the CIA promise that he won’t get the death-penalty. Sydney sympathizes with Emily, admitting she sees her as a maternal figure. Jack agrees to the condition.
Sloane, however, is ready to quit crime for Emily’s sake. He tells Irina that he wants to sell her all his assets, including his collection of Rimbaldi artifacts. He tells Irina to meet him at the villa.
With Emily wired and the CIA surrounding the villa, Sloane arrives with Irina. Irina retrieves the data while Sloane tells his wife that he loves her. Guilt-ridden, she exposes the wire. With the CIA moving in, Sloane, understanding his wife’s torment, asks her to escape with him. She chooses to run with him and they escape through an underground passage. Irina follows, as does a pursuing Sydney.
Syd catches up to Irina, who’s vulnerable as she climbs a ladder to the surface. Syd hesitates before shooting her mother in the arm. Irina drops the disk, but makes it out. Armed with a sniper scope, Dixon spots Sloane and Emily running toward a helicopter, Irina following. He targets Sloane, fires, and hits … Emily. Irina grabs Sloane, who’s grieving over Emily’s body, and they escape to the chopper. Sydney is devastated.
Back in Syd’s apartment, Sydney and Vaughn are in bed when they hear Morse code coming from the earrings that had once belonged to Irina. Sydney decrypts the message, which reads: TRUTH TAKES TIME.

Endgame (Original Airdate 03/30/03)
Dixon apologizes to Sydney for taking the shot that killed Emily and says he has requested reassignment. In hiding, a vengeful Sloane, no longer interested in the Rambaldi quest, tells Irina that he wants to know who murdered his wife.
At the CIA, a restless Sydney suggests to Elsa Caplan that she be hypnotized, for lack of any other leads. Elsa angrily refuses and is upset that Syd thinks she isn’t doing enough to find her husband Neil. Meanwhile, Irina gives Neil an encrypted database of DNA taken from 10 million people, with the expectation that he can find one specific person.
Working at home, Syd significantly gives Vaughn a drawer in her bureau. While poring over records, Syd notices 3 calls to Caplan’s house at odd hours and traces them to Gregory Ivanov, a reporter working for an organization known to give cover to Russian SVR agents. After Ivanov is put under surveillance, she discovers that he has just received a fax that says “endgame.” Later Elsa admits that Ivanov was her handler and that she married Caplan in order to monitor him. She also implanted in his arm a cyanide pill, and the meaning of the fax is that the pill has been activated and will kill her husband in 42 hours. She tells Syd that she really does love Caplan.
According to Elsa, the pill has a tracking chip that’s activated by a code that she knows. If they can get a locating device from a blackmarket contact in Moscow who deals in SVR contraband, they can enter the code and find Caplan. Jack doesn’t trust Elsa, given her similarities to Irina, and refuses to act on the information even though it could lead them to Sloane. Syd secretly tells Elsa that she’ll get the device herself. Elsa gives her the code.
Caplan attacks Irina in an attempt to escape. Sloane shoots him in the leg and threatens to waste him, but Irina says Caplan is still needed. Later, Sloane contacts Francie with a request.
Dixon confers with his wife Diane about his reassignment. He wants to do it for the sake of their marriage. She pledges her love and loyalty to him.
Jack has Syd trailed. She notices the agents and pulls into a drugstore where a group of Sigma Gamma sorority girls shop and chat. As Syd phones Vaughn and relays a coded message, she buys random items — wrapping paper, tape, a wig. She ducks into a back room and, using the purchased goods, disguises herself as a one of the girls, and joins them on the way out. Vaughn, meanwhile, decodes Syd’s message. She’s going to Russia.
Jack confronts Vaughn. He intercepted the message and refuses to send Sydney backup. In Moscow, Syd, disguised as a cowgirl, meets the blackmarket dealer in an ersatz honky-tonk bar. Before he’ll listen to her, she must prove her worth by riding the mechanical bull for 8 seconds, which she does. She then pays fifty thousand dollars for the locating device. Syd calls Vaughn and tells him to meet her in Saria, Spain.
Francie, who has altered Will’s phone, calls him at the CIA and asks him to pull up a recipe on a Web site. As he does it, she somehow uses him to hack into CIA computers and downloads the surveillance tape of Emily’s death. Sloane then identifies Dixon as Emily’s killer.
Vaughn and Syd arrive at an office building in Saria and overpower the guards. They find Caplan, who says Sark is in the area. He also tells Syd that he’s an NSA agent and he knows that his wife is a Russian operative. Sark eludes Vaughn as Syd extracts the suicide pill.
Back at the CIA, Caplan and Elsa reunite. Convinced of their love, Jack has granted Elsa defector status. Syd says the data Caplan has decrypted gives them leads on Sloane. Unswayed, Jack says that Syd will be transferred if she disobeys him again. Marshall finds that the satellite footage from Tuscany has been downloaded from the CIA computers — and that it was an inside job.
At dinner with his wife Diane, Syd, and Vaughn, Dixon announces that he has rescinded his transfer. The group leaves the restaurant and Diane gets into her car to pickup the kids, saying she’ll meet Dixon at home. As she drives off, the car explodes. Francie leaves the scene.

Countdown (Original Airdate 04/27/03)
At Diane’s funeral, Vaughn observes a grieving Dixon secretly pop pills. Later, he tells Sydney that Dixon is self-medicating and should take time off before going back to work.

Sark suggests that Sloane go to Panama City. Sloane seems distracted and declines, but gives him a number to call to get what he needs while Irina lays low in Cypress. Sloane admits that killing Diane was a mistake. He’s going on leave, he says, and hands Sark the reins.

At the CIA, Marshall gives a presentation on Rambaldi for the benefit of NSA task force leader Frederick Brendan and Rambaldi expert Kerry Bowman. In his 15th century drawings, Marshall explains, Rambaldi drew a DNA profile of Panamanian named Proteo Di Regno. His DNA is the code key to decrypt page 94 of the Rambaldi manuscript, which foretells certain apocalyptic events. One of them is to happen in 48 hours and may involve Di Regno. Syd and Dixon are dispatched to find him and bring him back.

But Syd and Dixon arrive in Panama City too late. Not only is Di Regno dead, his heart has been ripped out. They find that he has a Rambaldi tattoo. Syd also finds a latex glove, which yields a fingerprint of an assassin named Emilio Vargas.
Back home, Vaughn requests that Dixon be taken out of the field. When Jack refuses, Vaughn does an end-around and calls Dr. Barnett. Marshall, meanwhile, makes a love connection when he offers a Kleenex to Bowman, who’s been moved to tears by a Joni Mitchell song. They discuss Rambaldi and find they share common interests. She asks him out for sushi. Va-va-voom.

Dixon and Syd find Vargas and defeat him in a swordfight. Dixon exhibits exceptional brutality during the interrogation, but he gets info about Di Regno and Sloane. Later, Dixon is called in to see Barnett at Vaughn’s prompting. Dixon says he used necessary force and that he needs to be involved in the hunt for Sloane. She’s not so sure, however. When Dixon confronts Syd later, she denies reporting him. Dixon reveals he’s been taking Vicoden and that he must take a drug test . Sydney is furious at Vaughn, but he stands by his actions.

Sloane appears in the Himalayas, trekking to a monastery on a remote mountaintop. He finds the monk who sent him on the Rambaldi quest 30 years ago and vents his anger. The monk responds without fear.

Vaughn later apologizes to Syd; Dixon’s drug test is negative. Syd tells Dixon he passed the test, but Dixon reveals he switched the results and begs her not to tell Barnett. He’s lost without Diane, he says. Syd covers for him when Barnett calls her in. Meanwhile, Dixon contemplates suicide on a bridge.
The CIA tracks the heart to a truck delivering to a ship docked in Cartegena. When Dixon and Syd are sent on the mission, Dixon promises that he can handle the stress. At the dock, Syd and Dixon find the truck, but the heart has been moved. Dixon brutally beats a dockworker who he thinks is hiding info. He reveals a bomb and threatens to blow them all up unless he gets answers. Neither Syd nor Vaughn can do anything for fear of setting the bomb off. As the timer winds down, the man tells Dixon that the heart is on the boat. The timer goes to zero, but Dixon was bluffing — he had cut the timer cord. It’s 10 minutes to midnight, the prophecy has been thwarted … or has it?

The monk knows that Emily died; it was necessary, he says. He presents Sloane with a scroll. Sloane learns that his journey has just begun.

The CIA team opens the box and finds the “heart.” Dixon apologizes to Syd for putting her in a tough position. He says that he came to terms Diane’s death while on the bridge. Vaughn and Syd relax in a park. Vaughn says Dixon admitted he switched the tests, and for that he’ll get leniency. Syd reveals she knew what Dixon had done and apologizes. They walk off, arm in arm.

Second Double (Original Airdate 05/04/03)
Francie tells Sark that the CIA believes Will has been compromised. Irina, informed by Sark, refuses to allow Francie to kill Will but supports his set-up. Francie hypnotizes Will and burns the mark of the second double on his retina.

Jack, suspecting Will of stealing footage of the Tuscany raid and of being the second double, has him arrested for espionage. Jack then shows Syd and Vaughn a digital recording found in Will’s posession — it’s of them fooling around in Syd’s apartment. Later, Syd tells a frightened Will that his ocular scan shows an accumulation of proteins, convincing evidence that he’s the double. Syd asks him in what room they kissed but Will can’t remember the specifics because Francie has selectively erased his memories. Syd then blows her cover to Francie, believing Francie needs to be protected.

When Will’s fingerprints are found on the detonator that killed Diane, Dixon pays him a visit in the CIA holding cell. Will cannot convince Dixon of his identity and Dixon nearly chokes him to death. Will is soon transferred to a prison camp on orders from the Department of Justice. Sark tells Francie that she’ll have to kill Will in order to maintain her cover. Jack confronts Kendall, who went behind his back to the DOJ to secure Will’s transfer.
The CIA has located Dr. Hans Jurgen, the creator of the Project Helix equipment, and believes he may know the identity of the second double. In a Berlin sex club, Sydney, clad as a dominatrix, ties Jurgens up while Vaughn takes pictures. Under threat of blackmail, Jurgens swears he doesn’t know the double’s identity but says the DNA data is stored on a European server farm.

Will’s convoy is attacked. As Dixon fights off the attackers, Will escapes. He desperately calls Syd, who wants to help. Will, however, says he can’t trust her, that she’s destroyed his life and he wishes they never met. Syd is still determined to help and mentions the server farm. Will says his research showed that Markovic owned land in Marseilles, and that might be the server location.

Irina, speaking to a contact, asks for the blueprints to a government storage facility. She then mentions to Sark that NSA security is based on a keycard. Sark admits he authorized the assault on Will and that Will is now at large. He suggests that if they get to Marseilles first, they could exchange the real double’s DNA, which would prove Will’s innocence, for the NSA keycard.
Jack determines Will’s fingerprints were placed on the detonator after it was wiped. He arranges for Syd to go to Marseilles behind Kendall’s back, knowing that he’ll lose his his managerial position and be replaced by Kendall. Sloane unexpectedly confronts Jack at a restaurant. He says he forgives Jack for his SD-6 betrayal, to which Jack replies that their friendship ended when he recruited Syd. Sloane admits that was a mistake and asks Jack to partner with him in the next phase of the Rambaldi quest — and promises that Syd won’t be involved. Jack declines. Sloane, undeterred, says they will work together again.

In the Marseilles facility, Syd’s objective is to secure a killswitch worn by the security chief and prevent the deletion of data. Vaughn poses as a drunk, allowing Syd to breach security. She finds that Irina has already killed the guard and possesses the killswitch. Irina tazers Syd and destroys the data. She’s copied and transferred it to a secure location, however, and will give it to Syd in return for a favor.

Will, believing he can trust only Francie, calls her. She picks him up and they drive off.

The Telling (Original Airdate 05/04/03)
At the CIA, a depressed Sydney confers with Vaughn. Marshall begins receiving top-secret info — Irina is uploading the double’s DNA, as she said she would. Syd then tells Will that he’s been cleared because the downloaded DNA doesn’t match his, it’s from one A.G. Doren.

While Syd is unwinding at an ice rink, Irina shows up to call in her favor. Syd attacks but Irina throws her down and reveals the whole of her plan. Sloane had 23 Rambaldi artifacts, she says, and the CIA had 24. They had to be put together in order to work so she proposed to Sloane that they work together to defeat The Alliance and raid the CIAs storage facility, which is in an NSA lab in Nevada. Her favor — she simply wants Syd to raid a warehouse in Zurich where Sloane hides the Rambaldi artifacts.

Sark and Francie meet, and he calls her Allison. He says they can’t reverse the doubling process because Markovic’s lab has been destroyed. Sark says they’ll get her back and they kiss.

Will investigates and finds the name Allison Georgia Doren on a list of children involved in Project Christmas. She was supposed to have died in a car accident as a child. Will calls Doren’s parents and finds that her body was never identified.

In Zurich, Syd and a team raid the warehouse. Rather than Rambaldi artefacts, they find kitchen appliances stuffed in crates.
While transporting the Di Regno heart, Jack is attacked and captured by Sloane, who reveals that in 24 hours the final Rambaldi machine, called “The Telling,” will be complete. He speaks almost mystically, referring to a “change.” Jack, venomous, pities the void in Sloane’s life. For his part, Sloane says they’re still friends.

Irina calls Syd and says Sloane switched the crates. She doesn’t know where he is but Sark, hiding in a Stockholm club, does. Although Syd doesn’t trust her, she and Vaughn go and do, indeed, find Sark. Weasel that he is, Sark quickly offers up Sloane, saying that he and Jack are in Mexico City. Later, from a CIA prison cell, he directs them to Sloane’s hideout.

The CIA team storms an office building and engages in a gunbattle. Dixon finds Jack. Irina appears, and while she seems to be on Sydney’s side, Syd runs after her while Vaughn goes after Sloane. Syd confronts her on the skyscraper’s rooftop and threatens to kill her. Irina says that Sloane believes he’s been chosen to realize the word of Rambaldi. Only Syd can stop him, Irina says, because she — not Sloane — is the chosen one of the prophecy. “I love you,” Irina says, and jumps. Holding on to a bungee cord, she shoots out windows and swings back into the building to escape.

At home, Will finds Provacillium — the medicine needed to counteract the buildup of proteins in the double’s eyes — at nearly the same time that Francie sees Will’s file on Allison Doren. Having finally discovered the truth, Will makes a quick phone call to Syd and leaves a voicemail identifying Francie as the second double. It’s too late, though. Francie attacks Will and she stabs him. He crumples to the floor.
Later, Syd comes home and retrieves her messages while relaxing in the den with Francie. Keeping a poker face, Syd offers Francie a scoop of coffee ice cream. Francie accepts, and Syd knows — the real Francie hated coffee ice cream. Syd goes to her bedroom to get her gun but Francie confronts her before she can. They engage in a no-holds-barred brawl. After much carnage, Syd finally shoots Francie and collapses from exhaustion.

Syd wakes in Hong Kong wearing different clothes and appearing confused and worried. She calls Kendall, who directs her to a safe house. She arrives there and notices a scar on her stomach. Vaughn arrives and appears out of sorts. He says Will is okay. He’s shaken, he says, because he thought she was dead. He’s come back to explain. Sydney notices that he’s wearing a wedding ring. Reluctantly he tells her that she’s been missing for almost two years.

Season Three

The Two (Original Airdate 09/28/03)
Sydney is where we last left her, in a Hong Kong safe house. Vaughn tells her she’s been gone for two years. Will survived the apartment fire, he says, but she died and her remains were identified. Vaughn’s now a teacher, but the CIA sent him to take her back. Syd attacks Vaughn and escapes the safe house. She fights two CIA agents standing guard and Vaughn finally brings her down with a dart.

She wakes in the Stafford Naval Hospital. Dixon is there; he’s now director of their division. Weiss calls Dixon away — he says Agent Scott Kingsley has the chip and is on a train to Avignon. He says the Covenant is moving to intercept and get the chip. A lead has placed a Covenant outpost outside Paris. Dixon returns and reveals that Jack has been in solitary for a year, courtesy of NSC Senior Director Robert Lindsey.

On train in Lyon, France, a gunman shoots and kills Kingsley. He finds the chip. It shows the schematics for an undetectable spy drone that, the CIA believes, could be used as a bio-weapon delivery system.

Sydney sees Marshall and Carrie, who is pregnant. In a meeting, Syd tells Dixon she was held captive in The Covenant’s Paris base and heard Kingsley’s name. Kingsley is just one of eight recent murders of CIA agents. Lindsey’s adamant that Sydney go on this mission. Syd agrees on the condition that she gets to see her father. Lindsey agrees.

Syd tells a handcuffed Jack, who’s been charged with resisting authority for contacting Irina (#6 on the CIA Most Wanted List), that she lied about The Covenant’s Paris outpost in order to see him. He urges her to regain her CIA clearance and continue his research into her disappearance. He knew she was alive and has evidence. He also tells her that Vaughn isn’t worthy of her grief.
In a Paris hangar, Weiss leads Syd and small team looking for the chip. They are attacked. Weiss is knocked unconscious and his throat about to be slit by the man on the train. Syd saves him. She admits she was lying and now if she goes back, her clearance will be pulled. Syd must identify this man. Weiss advises her to see Sloane, who now runs the World Health Org. in Zurich and is a consultant for the CIA.

She barges into Sloane’s office. He was expecting her and identifies the man — Gordei Volkov — a Russian hitman. Blaming him for her predicament, she threatens to kill Soane. He says he’s been redeemed, that the Rambaldi device delivered a message of peace. He then gave the CIA info to dismantle two dozen terrorist cells. Syd doesn’t buy it.

Finding an old contact, Syd discovers Volkov has a meeting in Prague. She ambushes him, blows up his car. In the ensuing melee, Syd stabs him and retrieves the chip as he dies. She returns to Lindsey, threatening to destroy the chip unless he releases her father. He acquiesces.

Vaughn meets Syd. She’s angry with him for looking for closure. She says she would have had faith and waited. But now she realizes it would have been an absolute waste if she had.

Jack returns to the CIA and takes Syd to a storage room. He shows her videotape of a Russian diplomat named Andrian Lazarey. On the monitor, a blonde Sydney stabs the man in the neck, killing him.

Succession (Original Airdate 10/05/03)
In Berlin, a helicopter lifts an elevator carrying two CIA agents out of its shaft. Satisfied that Syd is not brainwashed, Jack dissuades her from admitting to the CIA that she killed Lazarey. Later, Weiss helps Syd move in to a neighboring apartment. He says that Vaughn was reluctant to return to the CIA.

The team learns The Covenant, a loose affiliation of Russian nationals, is behind the kidnapping. They will execute the men unless their demands are met. Syd volunteers to retrieve a package in a Munich adult movie theater. Dixon informs Syd of a therapy group for those who have lost their memory. Jack tells Syd that she was cremated and Vaughn spread her ashes at sea.

In the theater, Syd opens the package — it’s the head of one of the CIA agents. Shoved in his mouth is a note demanding the the CIA exchange Sark for the remaining agent. Syd objects but Lindsey says Sark has no more secrets and, based on info provided by Sloane, believes they want to kill him.

Syd visits Vaughn at his classroom; he’s a French teacher. She tells him she could cope with his return to the Agency. After her death, Vaughn says, he lost control and started drinking. He was deeply in love with her, but he doesn’t regret moving on with his life.

Jack confronts Sloane, doubting his redemption and blaming him for Syd’s disappearance. Jack offers to stop his efforts to invalidate Sloane’s pardon if he gives details. Sloane gives Jack a disc with his own leads into Syd’s death. Despite Sloane’s denials, Jack says he’ll bury Sloane for his involvement.

In a CIA jail, Sark denies knowledge of Syd’s death. At the exchange in the Sonora desert, Sark is unsure why The Covenant wants him. The trade is interrupted by a Lindsey-ordered Delta Force helicopter. In the confusion, Sark and the CIA agent, a scientist, are taken by the Covenant. Syd later threatens Lindsey in the men’s room for pulling that stunt. A man named Ushek San’ko says that Sark killed his brother, and demands $800 million. He says Sark, unbeknownst to him, is worth that much. Vaughn is reinstated while Jack discovers that Sark and San’ko withdrew $800 million in gold bullion from a Grand Cayman bank. The money belonged to Lazarey, a murdered Russian diplomat and descendant of the Romanov family. When he died, it went to his son … Mr. Sark.

Weiss tracked the scientist to a Frankfurt nightclub, run by Otto Edel, a drug dealer. Jack believes The Covenant is responsible for Syd’s two year absence and compelled her to assassinate Lazareey. He’s contacts Irina, who offers her help.

At the club, Syd poses as a chemist offering to triple Edel’s sales by making his drug more addictive. She threatens to overdose him, but he locates the alarm terminal. Vaughn remotely helps her deactivate the alarm. Syd opens the torture room where the scientist is held, shoots the torturer. The dying torturer remembers her, said she kept her promise to kill him. He says that she was his favorite because she never broke.

At therapy, others discuss their amnesia and ensuring nightmares. Syd later interrupts Dixon to tell him that although she still has feelings for Vaughn, she won’t be a part of the group. Dixon introduces Syd to the woman to whom he was speaking, Lauren Reed, the new NSC liaison, who’ll be investigating Lazarey’s murder. She’s Vaughn’s wife.

Reunion (Original Airdate 10/12/03)
A fireball drops from the sky, devastating Moscow’s Gorky Park. At the CIA, Dixon explains the fireball was a falling satellite and that it nearly prompted a nuclear response from Russia. Echelon picked up a call between Sark and Boris Oransky, an employee at a French firm that built the satellite. He and Sark discussed moving to “Phase 2.” Sark has been tracked to a Mexico City hotel. Dixon orders a team to follow him. Syd believes they should apprehend him and argues with Lauren. Vaughn defends Lauren, saying that capturing Sark will do nothing to shut down The Covenant. Later, Vaughn asks a furious Lauren to give Syd the benefit of the doubt.

Jack tells Syd that the NSC has murky footage of Lazarey’s murder. He again tells Syd not to admit her guilt because of the dangerous techniques the CIA would use to extract her memories. Jack views the tape with Lauren and Marshall, who requires 72 hours to make the tape clear for identification.

In Mexico, Syd, disguised as a Gaucho, locates Sark and Oransky in a cafe. Oransky gives Sark photos and codes, and mentions the word “Medusa.” Sark leaves and Syd is discovered by Oransky’s thugs. Oransky takes a hostage and forces Syd to drop her gun. Marshall determines the frequency of Oransky’s earpiece and pushes 180 decibels of feedback through it. Syd attacks the thugs but Oransky escapes.

Syd tells Weiss she remembers something about Medusa at SD-6. Weiss tells a curious Syd that Vaughn met Lauren when she deposed during the investigation into Irina’s mother.

Dixon discovers that Medusa was an SD-6 project. It’s an anti-satellite weapon that can cripple a network of satellites. Oranksy destroyed the Russian satellite to discover their protocol for nuclear attack. The pictures Syd took reveal a motorcade to the Russian Science Ministry, where Medusa is stored. Russia claims not to have anti satellites so the CIA must get to it before Sark. Despite Syd’s protests, they decide Sloane can help them get into the Science Ministry.

Syd, Vaughn and Lauren travel to Zurich, where Sloane — who has a relationship with the Ministry due to his cancer research — refuses to help them. But after Syd threatens him, he agrees to admit them to a Ministry banquet. Sloane taunts Vaughn and Lauren.

Meanwhile, Jack bribes computer expert Pierre Lagravanese to corrupt the image of Lazarey’s murder. Jack’s given a virus, which he must upload to a terminal with administrative privileges. He installs the files.

At the Ministry, Syd and Vaughn once again feel an attraction. Vaughn creates a diversion, allowing Syd, who’s stolen a diplomat’s fingerprints, to gain them unrestricted access. In an elevator, they change into Russian military uniforms. Down in the bunker, Sark has murdered the guards. Marshall and Dixon watch Lazarey’s murder as Jack is corrupts the files. The image won’t render.

Syd and Vaughn engage in a firefight with Sark. He locks them in a sublevel and disconnects the elevator. Oransky goes after Syd while Sark bolts. Syd and Vaughn rig the generator to blow and crawl out intake vent as Oransky is killed and Medusa is destroyed. Weiss gives her a 3rd edition of Alice in Wonderland, a favorite of Syd’s that was destroyed when her apartment burned.

A Missing Link (Original Airdate 10/19/03)
As Syd and Jack view the tape. Lazarey says “Julia” before he dies.

A team stole four vials of Ebola from a French epidemiology lab. Lauren and Syd question Laszlo Bogdan, a team member who was infected and captured. He says The Covenant plans to mutate the virus … and his team was set for a second heist. Dixon IDs the team, led by a deadly freelancer named Simon Walker. Syd is to pose as a security expert, join Walker’s team and track whatever they steal back to The Covenant.

A flirtatious Vaughan gives Syd a lipstick tracking device. In Sevilla, a disguised Syd meets Walker. He calls her Julia and greets her with a hot kiss. He says he’s missed her. Syd is coy and says she wants to work with him again. “What, no future in murder?” he asks. Meanwhile, Syd meets the crew. They test her by making her steal a 150 carat diamond necklace from Princess Demetria of Greece. Walker gives her a tranquilizer gun and a knife, then calls the police. She has seven minutes to do it.

Dressed as a maid, she dopes the guard and enters the suite. The princess is sleeping; Syd dismantles a phone, creating an amplifier, and cracks the safe containing the necklace. As the police arrive, she darts the princess and jumps out the window into a pool far below. She returns to Walker with the necklace.

On the plane home, Vaughn, who had heard the whole thing, asks her what “Julia” was all about. She’s mum, admitting she can’t trust him because of Lauren. At the CIA Jack says Vaughn has been snooping. Syd considers admitting her guilt.
Marshall creates a safecracking device for Syd. Dixon calls a meeting with Syd, Jack and Vaughn. Jack has shown him the video of Lazarey’s murder and told him Syd was conspiring to keep it a secret. Dixon is displeased but says that she was not responsible. He prohibits Vaughn from mentioning this to Lauren. Syd realizes Jack manipulated the situation so the NSC, ie., Lauren, wouldn’t find out. Later, Syd apologizes to Vaughn.

In Spain, Walker receives pictures of Syd and Vaughn. Syd returns to Walker, and as they kiss she tries to extract info — she learns they met in Algeria. But the game is up and he puts a knife to her throat and shows her the photos. She says Vaughn is her supplier. Vauhgn calls Marshall, telling him to create a criminal record for himself on Interpol, which he does just before Walker checks it.

The team plans to go to a storage facility 35 miles outside Ibiza, run by disease control ministry. They’ll have five minutes to get the package, a temperature-sensitive biological element. Sark walks into the safe house to talk about the deal! Syd manages to elude his notice. Lauren tries to pry info about The Covenant from Sloan. He says that they’ll be able to create a bio-weapon against specific targets with the new theft. Sloane baits Lauren, says she in her job because of her father, a Senator.

Walker and Julia break into the facility’s refrigerated vault. Syd has about a minute to crack the safe, but Marshall’s device won’t work. She reroutes the hardware and breaks in before the temperature rises too high. They steal the canister and put it in a cooler. As they switch vehicles, Syd grabs the transmitter from the lipstick. Vaughn is in the other vehicle! They’ve discovered he’s CIA. To gain some control over the situation, Syd stabs him in the ribs. Walker then kicks him down a hill and they leave in a new vehicle.

Repercussions (Original Airdate 10/26/03)
A frantic Sydney phones Jack, telling him to activate the transmitter that she put on Vaughn. Later Syd breaks into Simon Walker’s room only to find the bio-weapon gone; he has sold it to Sark. He kisses her and they part.

Weiss finds Vaughn. As he recovers in the hospital, Syd tells Lauren that she stabbed him in order to save him. Lauren is incensed. The CIA picks up an aircraft in the Ural Mountains deploying the bio-weapon against a prison. They notice Sark extracting the sole survivor — Abasi Bomani, the largest arms dealer in Africa. The Covenant tailored the weapon to spring Bomani.

Since Sloane had turned in Bomani years ago, the CIA decides to tap him for more info. On the plane to Mexico City, Lauren pressures Syd to transfer to another field office. Syd is defiant. As they enter Sloane’s building, he’s kidnapped before their eyes; forced into a van by Sark and Bomani. Sloane, trying to prevent his torture, says he can legitimize Bomani.

Lauren apologizes for threatening Syd. Later, Vaughn dreams of Sydney kissing him, then stabbing him. He wakes to find Lauren at his side.

Sloane returns to the CIA, says Bomani let him go in exchange for info — his Yakuza contacts have developed an AI computer virus that probes networks and writes itself. It can crash markets, ruin banks, paralyze the military. He wants the CIA to disable the virus, but not destroy it. If Bomani finds it destroyed, he’ll kill Sloane, who suggests he’s now valuable as a double-agent working for The Covenant but loyal to the CIA. Syd is dubious but Marshall’s lie-detector tests verify Sloane’s sincerity.

Jack, posing as a potential client, meets Simon in Paris in order to learn more about Syd’s past. Javier IDs Jack and tells Simon that his daughter is Syndey Bristow, alias Julia Thorne. Simon baits Jack, who ultimately murders him when he refuses to divulge any info.

Marshall must see the code in order to render the virus harmless, so he’s chosen to go with Syd. They enter the Osaka casino dressed as a cowboy and his floozy. He joins a blackjack table and cleans up, thanks to his skillful cheating. Allowing himself to be caught, he and Syd are taken to a back room. With Marshall’s hands about to be cut off, Syd leaps into action. Together, they handle the thugs. Marshall breaks into the system and disables the virus just before Sark and Bomani enter the casino. They hide as Sark transfers the useless code to his server.

Mission completed, Syd visits Vaughn in the hospital, where she happens upon Lauren tenderly kissing Vaughn.

The Nemesis (Original Airdate 11/02/03)
Sloane tells Syd that intel about The Covenant’s next move is encoded in an image of the Vatican on a web site. She says that he’ll never have her trust or Jack’s friendship.

At the CIA, Dixon says The Covenant is after device that can interface with Russia’s launch control, given them access to their nuclear arsenal. Its designer, Robert Lang, altered his appearance and is on the run. He is to retrieve new identity papers from Heinrich Strauss at a Milan nightclub. The Covenant wants to grab Lang and the device. Dixon assigns a reluctant Syd to be Sloane’s handler and says Allison Doren is alive. An unnerved Syd later says she will kill Allison.

Sark meets Allison in Strassburg, rekindling their love. Allison explains that The Covenant found her and Syd after their fight. She recovered in 6 months and has been working for them since. Sark says will find his father’s murderer and Allison swears Syd will pay for her scars.

Lindsay tells Lauren that a Russian government source has info that could lead to Lazarey’s murder and that The Covenant has moles in the Russian government. He swears Lauren to secrecy and sends her to meet the source in Moscow. Lauren lies to Vaughn about the trip. He gives Lauren a database of Lazarey’s phone calls, suggesting the murderer may be traced through calls.

In Milan, Syd is disguised as a Euro clubber. Vaughn uses a Marshall-made mini x-ray camera, rigged via Syd’s necklace, which can spot facial reconstruction. Sark and Allison appear. Lang retrieves his papers and bolts when Allison kills Strauss. They all chase Lang, but Allison finds him first and extracts a tooth before killing him. Syd discovers the body, whereupon Allison knocks her unconscious.
Back at the CIA, the x-ray images of Lang’s tooth reveal a filling that is a Radio Frequency Identification chip. Lang used the chip to open the launching device. Lauren discovers a call from Lazarey’s murderer and tracks it, through voice analysis, to the London address KNG Microtech. The office is empty but Lauren discovers it was leased to Julia Thorne.

Syd forces Sloane to meet with Sark and Allison in Prague and get them to divulge the location of the device. Using his cover as a double-agent, Sloane coaxes Sloane to admitting the device is in a vault in Sophia, Bulgaria. Syd makes Sloane ask about her past. Allison says The Covenant ordered her not to kill Syd because they want to retrieve something her memory. This makes Syd want to undergo CIA memory retrieval, which Jack vehemently opposes.

Dixon sends Vaughn and Syd to Sofia. He privately admits to Syd that he wants Allison dead because she murdered his wife. Using a tracking device, Syd and Vaughn find Allison in an abandoned building in Sofia and give chase. Allison corners Syd and says that Syd had discovered a formula for a medication in the Rambaldi journal — which was ultimately used to heal Allison’s wounds. Syd grabs Allison’s gun and shoots. She alive, but barely. They find the device on her body.

Syd’s suspicions are raised when Vaughn knows nothing about the formula. They find the ambulance overturned, the medics dead and Allison missing.

Prelude (Original Airdate 11/09/03)
Syd wakes from a nightmare in which she sees an angel-like figure, then pulls strange tubes from her mysterious scar. Shaken, she asks a CIA psychiatrist about the memory-retrieval procedure. The doctor shows her Kenneth Blake, a man whose memory was retrieved at the cost of his sanity.

The Mexican police capture Simon’s lackey Javier, who offers up info about a CIA agent used by terrorists to kill a Russian diplomat.

At the CIA, Sloane says The Covenant wants him to attend a Chinese governmental function in order to steal data. China intends to mount a microwave laser on a satellite as an assassination weapon. It would make the victim appear as if he died of natural causes. He wants Syd to accompany him and corrupt the data. Syd will access the motherboard, connect to Marshall, who will corrupt the system.

Vaughn and Lauren travel Mexico to interview Javier. Jack advises Vaughn to impede the investigation. Vaughn disagrees, saying Lauren is their best chance to keep Syd’s secret from NSC.

Syd and Sloane attend the Beijing ball posing as lovers. Syd secretly assembles a toy car controlled by Marshall, which he uses to follow a guard to the security system. Sloane persuades Syd to dance for the sake of their cover. Marshall shuts down the system. Syd gladly slaps Sloane in order to give the impression they’re having a lover’s spat.

Meanwhile, Jack has bribed the Mexican police to detain Vaughn and Lauren. When they’re released, they find Javier dead in his cell, an apparent suicide victim. Vaughn tells Jack if he ever puts his wife in danger again, he’ll kill him. Jack tells Vaughn that maybe now he understands the compromises one makes when a loved one is in danger
Syd finds the vault, retrieves the case and connects to it, allowing Marshall to corrupt the code. The guards repair the security system and spot Syd. She fights off the guards as Marshall finishes his job. Afterward, Sloane says the day she was found in Hong Kong, he received a letter in Syd’s handwriting, address to Sydney Bristow. He gives it to her. A key and paper fall out. It’s a series of numbers, a code.

Sark pays a visit to Lauren. He says that he had planned for Javier to be extradited and forced to confess the identity of Lazarey’s murderer. He gives her a dossier, which includes a picture of Lazarey and Julia Thorne. Sark identifies Thorne as Sydney.

Jack looks at the note Sloane gave Syd. He says the cipher text was devised by Irina. It’s the address of a penthouse in Rome.

Vaughn and Lauren argue about keeping Sydney’s secret. He says Dixon ordered him not to divulge anything, but she’ll have none of it. Vaughn says Lindsey will ship Syd off to Russia if he finds out. Lauren admits that she’s already reported Syd. Vaughn then tells Syd everything and arranges for her to fly to Rome and pick up a new passport.

Syd asks him why he’s helping her. He says some things don’t change. “I’m not going to lose you twice,” he says, and they hug. Later, Vaughn tells Jack he’ll do anything to help Syd.

Under Lindsey’s authorization, Lauren takes control of the task force from Dixon, relieving him for “obstruction of justice.”

Syd enters her apartment in Rome. Through the window, she sees the figure she dreamt of. She searches the medicine cabinet and finds a bottle is prescribed to Julia Thorne. The Italian police barge in.

Breaking Point (Original Airdate 11/23/03)
Now in Lindsey’s custody, Sydney is imprisoned and tortured at Camp Williams, a secret NSC detention facility. She befriends Campbell, another prisoner.

Lindsey relieves Dixon, who takes full responsibility for hiding Syd’s secret. Lauren accuses Vaughan of aiding a fugitive, while he says Lindsey is funded by black money. Unconvinced, Lauren travels with Lindsey to Washington to observe Syd’s interrogation.

Vaughn goes to Jack, who tells him that Sloane will help them, making it look like The Covenant is trying to break out Syd. They put together a team of eight mercenaries. They will steal the Camp Williams blueprints from the FEMA building.

Lindsey pressures Lauren, who’s unaware of Syd’s torture, to write a fair report of their treatment of Syd. He says he will threaten Syd with the memory-retrieval surgery in order to force her to decode a message found under her desk in Rome. He promises it will only be a threat.

During her torture, Syd steals a paper clip. When Lauren suspects torture, Lindsey blackmails her by threatening to nail Vaughn for aiding Syd. Syd picks the lock with the clip, kills her torturer and breaks free. Lauren sees the guards beat Syd.

Jack and Vaughn contact Brill, an old comrade, who joins them for a fee of $3 million. Jack takes Vaughn to a storage facility of guns and money.

At FEMA, Sloane, in a van, knocks out their phone system and routes all calls to a fake number. Vaughn answers their request for a technician and Jack goes in. Meanwhile Sloane and Vaughn break into the building’s sub-basement. Tapping into the phone lines, Sloane poses as a director and calls away Jack’s guard. Vaughn pushes in a video snake and snaps images of the blueprints that Jack holds up to the camera.

Jack is discovered and Sloane saves his life by taking a bullet for him. Sloane’s allergic to morphine so Jack extracts the bullet without anesthesia. Jack wonders why Sloane saved his life. Sloane says he’s a reformed man and that Jack and Syd are all he has left — his absolution, considering his crimes. Vaughn has Marshall access classified docs on NSC’s computer network. Marshall finds that all files pertaining to Camp Williams have been removed. Lauren arrives, admits that Vaughn was right and offers her help.

Lindsey tortures Campbell to force Syd to reveal the code. She capitulates, says they are coordinates but doesn’t know to what. Campbell then reveals himself to be a fake. They knew Syd’s profile, which reveals her major weakness to be empathy. Lindsey informs her that she will undergo the neuro-stimulation surgery in one hour.

Jack, Vaughn and the team speed to the facility. Lauren, already there, opens the main gate. Jack enters, finds Syd’s cell empty — she’s on the operating table. The team finds her just in time and a gun battle ensues. Lauren shoots and kills Campbell. They take Syd to a chopper, where Sloane waits. Syd says she gave Lindsey the wrong coordinates.

Conscious (Original Airdate 11/30/03)
Hiding out in a warehouse, the team devises a plan to frame The Covenant for Sydney’s extraction: Lauren will tell Lindsey that she escaped The Covenant but they’re still holding Sydney in return for the Rambaldi device. Sloane will confirm the story with Lindsey. Jack and Vaughn will say they were investigating Syd’s trail. Lauren needs to look as if she was mistreated; Syd gladly punches her.

Sloane also suggests Syd contact a Yale researcher named Dr. Edward Brazzel, who’s invented a non-invasive technique for treating long-term amnesia. Jack and Syd later track her secret coordinates to a location near the San Andreas fault, where they find a severed hand bearing a Rambaldi tattoo. Meanwhile, Lindsey has the FBI arrest Dixon for impeding a federal investigation. Lindsey is suspicious of Lauren’s story but agrees to trade for Syd.

The group visits Brazzel’s lab and find him and his assistant Kaya to be extremely eccentric. He believes dreams contain memories so, through a cocktail of dangerous drugs, he fools the brain into entering a lucid dream state. Once in this state, Syd must follow the thread of her last memory — and be wary of new, traumatic memories.

Brazzel administers the drug and Syd enters the dream state. It’s a surreal mix of past and present. She remembers being picked up by 3 hooded men after her fight with evil Francie. They inject her with something. She regresses to childhood — she cuts a birthday cake, which becomes a severed hand, and sees the face of a strange man. Back to the hooded men; she follows as they take her limp body to Room 47. Lauren guides her away, saying “You know better,” then tries to strangle her with hanging plastic.

In the real world, Brazzel revives Syd as she goes into cardiac arrest. When she awakes, she kisses Vaughn passionately, believing herself still in a dream.

Syd says it was Lazarey’s hand. Marshall’s forensics prove the hand was attached to a living man only 4 months ago. Jack says the incriminating tape could have been a performance. Syd tells Vaughn that Lauren strangled her, but Brezzel says it was probably just a representational figure. Syd goes back under.

Sloane meets Lindsey, who says he’ll make the trade but wants Sydney assassinated in what appears to be a Covenant doublecross. Lindsey tells Sloane, who’s wary of entrapment, that he knows what he’s up to and gives Sloane an envelope containing some sort of proof.

DNA from the Kremlin confirms the hand belonged to Lazarey, which means Syd didn’t kill him and Lindsey has nothing on her.

Syd is dreaming again. She’s in a car, called a St. Aidan, with Dixon. She takes the box that contained the severed hand and walks into her apartment. Weiss and Marshall are there gambling. She enters the hanging plastic. Lauren tells her to leave. Syd chokes Lauren, who becomes a Sydney doppleganger. They struggle, the double says to trust Lazerey. Sydney shoots and kills the double and enters Room 47. “Oh my god,” she says.

Remnants (Original Airdate 12/07/03)
Sydney tells Jack about a dream — she’s with Will in her old apartment and there’s cereal box that says St. Aidan. Jack advises Syd to contact Will, who’s in the witness protection program. Brezzel believes Syd’s memory of the missing time has been removed and that the precision of the extraction indicates she may have been a willing participant.

Syd visits Will in Wisconsin. Suspicious, he pulls a gun but she proves her identity, saying he’s her oldest friend and that she loves him. Finally, he believes her and they hug. Sloane, under pressure from Lindsey, contracts Syd’s assassin in Buenos Aires at a cost of $500K. Later, Jack socks Lindsey when he doubts his and Vaughn’s sincerity and speaks brazenly about Syd. Now in custody, Jack advises Vaughn to push Syd away for her sake.

Syd tells Will that Allison Doren is alive and working for The Covenant. He remembers that St. Aidan was the codename of an old Agency contact. He arranges to meet St. Aidan in Warsaw. Meanwhile, Sark attacks Brezzel at his lab and hooks him up to a morphine drip. Before he overdoses, Brezzel reveals that Syd was going to contact Will. St. Aidan meets Will — it’s Lazarey. He refuses to talk about The Covenant. Syd has Will say that Julia Thorne sent him, that she trusts him and she’s in danger. “Do they have it?” he asks. “Have they been to Gratz?”

Sark appears and shoots Lazarey with a tranquilizer. A gun battle ensues. Syd and Will escape. Later, Will and Syd talk about the old days. She’s lonely and, in a moment of vulnerability, they sleep together. Laying in bed, Syd realizes that she had “it,” whatever that is, and assumes she would have hidden it in the Hotel Verlustzeit.
Sydney tells Jack about a dream — she’s with Will in her old apartment and there’s cereal box that says St. Aidan. Jack advises Syd to contact Will, who’s in the witness protection program. Brezzel believes Syd’s memory of the missing time has been removed and that the precision of the extraction indicates she may have been a willing participant.

Syd visits Will in Wisconsin. Suspicious, he pulls a gun but she proves her identity, saying he’s her oldest friend and that she loves him. Finally, he believes her and they hug. Sloane, under pressure from Lindsey, contracts Syd’s assassin in Buenos Aires at a cost of $500K. Later, Jack socks Lindsey when he doubts his and Vaughn’s sincerity and speaks brazenly about Syd. Now in custody, Jack advises Vaughn to push Syd away for her sake.

Syd tells Will that Allison Doren is alive and working for The Covenant. He remembers that St. Aidan was the codename of an old Agency contact. He arranges to meet St. Aidan in Warsaw. Meanwhile, Sark attacks Brezzel at his lab and hooks him up to a morphine drip. Before he overdoses, Brezzel reveals that Syd was going to contact Will. St. Aidan meets Will — it’s Lazarey. He refuses to talk about The Covenant. Syd has Will say that Julia Thorne sent him, that she trusts him and she’s in danger. “Do they have it?” he asks. “Have they been to Gratz?”

Sark appears and shoots Lazarey with a tranquilizer. A gun battle ensues. Syd and Will escape. Later, Will and Syd talk about the old days. She’s lonely and, in a moment of vulnerability, they sleep together. Laying in bed, Syd realizes that she had “it,” whatever that is, and assumes she would have hidden it in the Hotel Verlustzeit.
In a torture chamber, Sark confronts his father, who initially doesn’t recognize him. He says he staged his death to give Sark his inheritance. Sark says the inheritance now finances The Covenant. Lazarey says they are true evil and refuses to talk … Until Sark ignites a blowtorch.

Will and Syd check into the Gratz hotel, posing as rock stars. Syd taps into the security system through the onscreen checkout and finds the location of a safe deposit box belonging to Julia Thorne. After disabling the security cameras, she breaks into the box, but Sark steals the object from under her nose. Allison attacks Will with a knife while Syd chases after Sark. In close combat, Will plunges the knife into Allison, killing her. Syd knocks out Sark and steals the object.

Syd contacts Sloane, and prepares for the trade on the San Pedro docks. A team posing as The Covenant takes the Rambaldi device in exchange for Syd. The sniper fires — and kills Lindsey. Syd opens the crate in which the Rambaldi device is stored — it’s filled with junk. Sloane says it was a setup engineered by Lindsey, who never intended to hand over the Rambaldi device. Syd doesn’t believe him and promises he won’t get away with it.

At the CIA. Vaughn gives Syd the cold shoulder as Jack observes. Marshall examines the box — it contains human tissue and Milo Rambaldi’s name is etched in the side. Will tells Syd that he’s gotten no closure or satisfaction from killing Allison. He says he’s going to stay in Wisconsin and promises to see her again.

Full Disclosure (Original Airdate 01/11/04)
Agents from the Dept. of Special Research take possession of the Rambaldi Cube before Marshall can finish his own analysis of the tissue contained inside. Later, Syd is tranquilized and taken aboard a jet, where she sees Kendall, who reveals he’s not FBI but Special Research. The Covenant has ambushed his team and now has the Cube. He says he knows what happened to Syd’s missing two years but kept silent because she asked him to.

Nine months after she was buried, he says, Syd called him from Rome, where she had escaped from The Covenant. She told him that she saw her funeral, paralyzed by a neurotoxin, from the back of a van. Her torturer, Oleg Madrczyk, had injected Syd’s DNA into the teeth of a corpse, causing a false identification. She was taken to St. Petersburg, where she was called Julia Thorne and brainwashed. She killed a Covenant prisoner to prove her readiness.

Syd is shocked at this tale, but Kendall says her Project Christmas training prevented her from being turned. She killed that man, who was doomed anyway, to protect herself and deceive The Covenant. She then contacted Kendall, who advised her to continue as Julia Thorne in order to gather info. Syd recalls the pain when she observes Vaughn with Lauren but stays away for safety’s sake.

Julia/Syd then partnered with Simon Walker to search for the Cube. She discovered Lazarey, an expert close to uncovering the artifact. Although The Covenant wanted Julia/Syd to kill Lazarey once he found the Cube, Kendall orders her to cut a deal with him and work together — so she fakes his death at her hands. Back in the jet, Kendall says he believes Syd is Rambaldi’s Chosen One and that The Covenant wanted both her and the Cube to fulfill the prophecy.
Julia and Lazarey find and retrieve the Cube in a cave in Namibia’s Fish River Gorge. She has to amputate Lazarey’s hand when a closing vault door crushes it. She never delivered the Cube to Kendall, however. He instead got a disc that showed Syd revealing that she was hiding the Cube and having her memory erased so it could never be found. She tells Kendall never to tell her what she’s been through.

In the jet, Kendall says Rambaldi’s second coming is by way of a child. The Covenant will use the DNA in the Cube to fertilize the egg of the Chosen One. Syd looks at her scar — The Covenant extracted her eggs!

Kendall says he respected her wishes, but four months after Hong Kong she went straight for the Cube. Why, he wonders. She remembers the package Sloane gave to her — the code and the key to the Rome apartment, which led her to Lazarey and the Cube. It was all a trick. Syd calls Marshall, who had secretly put a tracking device on the Cube. Meanwhile, Sark observes a series of test tube fertilizations.

At the CIA, Dixon admits he knew the truth and was ordered not to say anything — a reversal of their SD-6 days. Syd, Dixon, Vaughn and Weiss parachute into Patagonia and storm to The Covenant’s facility. Although Sark escapes, they find the fertilization equipment. Kendall wanted it brought back back for analysis but Dixon allows Syd to torch it all. Vaughn and Weiss rescue Lazarey.

Later, Sark makes a phone call, ordering his father to be killed. As Lazarey is transported to a hospital, he asks Syd if she knows about the “passenger.” He’s then assassinated by a sniper. Lauren packs up her gun and flees the scene.

Crossings (Original Airdate 01/18/04)
In a North Korean jail, Syd passionately kisses Vaughn before they’re both led, in chains, to a firing line.

The backstory: In Los Angeles, the CIA learns of a phantom offshore brokerage account. Encoded in the names of the stocks is a message — a top Covenant official, Leonid Lisenker, wants to defect. Syd and Vaughn will travel to N. Korea and, posing as auditors, spirit him away.

Lauren asks Syd out to dinner during Vaughn’s hockey night but Vaughn warns her not to socialize with Syd. Later, Lauren secretly meets with Mr. Zisman, a Covenant agent, to discuss Syd and Vaughn’s assassination. Lauren hesitates but soon informs him that they’ll board a jet at Dover Air Field. The Covenant poisons the pilots.

Mid-flight, Syd gets angry at Vaughn’s aloofness and says they can no longer work together. The jet veers out of control as the poison pilots take ill and die. Syd and Vaughn gain controls and take evasive maneuvers to avoid incoming missiles. The jet goes down. They survive the crash and flee the N. Korean military. They have 8 hours to meet the defector. As Syd and Vaughn commandeer a jeep, she admits to sleeping with Will but says she’s moving on.

Jack suspects the Covenant is responsible and Dixon, disobeying orders, tells the team to help in any way. Sloane calls to offer help but Jack denies him. He instead contacts Irina, who directs him to Syd’s apartment. Once there, he meets Katya, Irina’s sister, who confirms Syd’s survival and offers her help on the condition he murder Sloane. She calls it a “preventative measure.”
In LA’s Koreatown, Jack and Katya enter a restaurant and call on the owner, Mr. Cho, to repay a debt to Katya. When he declines, she stabs his hands with skewers and demands he contact Mr. Kwan.

Syd and Vaughn arrive in Gai-Li and identify Lisenker. They see him with Sark, who’s been informed of the defection through Lauren’s treachery and is posing as a CIA agent. As a knife-wielding Syd confronts him, N. Korean troops appear. Sark flees as Syd and the others are caught.

Jack enters Sloane’s Zurich office, prepared to kill him. Meanwhile, Katya calls Sloane to tell him to back off Irina. She says he’s not protected by his friends, even by Jack, — who’s visible on Sloane’s security system — and that his life is a favor from her. She then calls Jack and tells him to abort. Sloane tells Jack that he never forgot what it feels like to narrowly escape death.

Syd and Vaughn are beaten in prison. Vaughn admits he pushed her away on purpose. She says they always find each other. They kiss passionately before they’re led out to the firing squad. One soldier turns on all the others, it’s Mr. Kwan. They then rescue Lisenker and escape.

They’re welcomed back to the CIA. Syd notices that Vaughn runs to Lauren. Jack tells Katya he knows what she did, that she destroyed Sloane’s trust in him. He wonders to what advantage it served Irina. She says Irina’s intentions will become clear to him some day. And then she kisses him ferociously.

After Six (Original Airdate 02/15/04)
At the CIA, the team discusses info gleaned from Lisenker, the Covenant defector: He had hidden a microdisc containing Doleac Agenda, a “playbook” detailing plans for the six Covenant cells, in an impenetrable Chamonix chalet. Syd and Vaughn are to travel to Athens posing as diamond smugglers seeking the aid of Toni Cummings, the criminal expert who designed the chalet’s security system. Under pressure from Jack, Syd has Dixon replace Vaughn with Weiss.

Jack visits Sloane, who forgives him for the Katya incident. He says Emily’s absence is a void that all his charity work can’t fill. Jack tells him to stay focused and maintain his cover as a double agent. Syd, talking to CIA psychiatrist Dr. Arnett, says she can’t move past Vaughn, whom she calls her “soul mate.”

Sark, leering at Lauren, confronts her and says he knows she killed his father. Knowing that she’s Covenant too, and he proposes that they murder the six Covenant cell leaders, steal the keys to their respective headquarters, then meet with the head of Covenant operations in St. Petersburg. They’ll then demand more power within the Covenant in return for not turning the keys in to the CIA.

In Athens, Syd and Weiss lure Cummings to offer details of the chalet’s lethal response security system. She gives them the schematics but says there is no way to pass the deadly obstacles. Marshall gets to work.

Sloane shoots up, then calls Jack and tells him he needs a psychiatrist. When she visits him, he tries to manipulate her. She won’t give in. Later, she says that she understands him. Sloane says he has a secret regarding Jack and Syd that wears on him. Dixon, reporting that Covenant officials are being killed, believes it’s because the Covenant knows they’re after the Doleac Agenda. Syd and Vaughn leave for Chamonix immediately. Jack accompanies them in order to execute Marshall’s plan remotely.

On the plane, Vaughn says he understands why Syd requested Weiss on the earlier mission. Syd stands firm and refuses to be “the other woman.” Jack says the Agenda is encrypted in a microdoc hidden in the cork of a bottle of Chateau Margot 1953.

At the chalet, Jack establishes a laser link to the security server, allowing Marshall to tap in. They have five minutes to get to the cellar. They inflate Marshall-manufactured inflatable Kevlar decoys, which trigger the machine guns to fire until they empty their clips. Carrie, Marhall’s girlfriend, goes into labor and demands they get married before she has the baby. Weiss goes online and certifies himself as a minister and performs the ceremony while Marshall guides Syd and Vaughn through the chalet. They make it though an electrified tunnel and an acid kill zone, and find the bottle in the wine cellar as the alarm sounds. They barely make it out, as Jack kills two pursuing guards.

Believing Lauren to be in LA, Sark travels to St. Petersburg to meet the head of Covenant operations — it’s McKenas Cole, the former SD-6 rogue. Cole knows Sark’s game; Lauren’s double-crossed Sark. He knows the CIA has the Doleac Agenda, however, and believes Sark’s treachery benefited them. As thanks, he gives Lauren and Sark leadership of the North American cell. He then tells Lauren to stop her husband’s extracurricular activities. At the CIA, Lauren tells Syd to stay away from Vaughn.

Blowback (Original Airdate 03/07/04)
Vaughn, unable to sleep, stares at his father’s watch, which stopped the day he met Sydney. As Vaughn leaves, Lauren’s phone rings. At the CIA, Dixon presents the team with a new mission: The Shining Sword, a Filipino terrorist organization, has acquired a next-generation bomb called a plasma charge, which they’re shipping to Europe. The CIA has traced a Shining Sword transmission from a digital storage facility in Vancouver. Syd and Vaughn are to rent vault space at the facility and search for a detailed archive of the shipment. Someone within the Agency, Dixon adds, may be leaking info to the Covenant.

Syd and Vaughn, posing as astronomers, arrive at the facility. They secretly download the shipping info and pinpoint location of plasma charge. Their uplink to Marshall, however, is sabotaged by a virus. Suddenly, they’re attacked by a facility employee, who is mysteriously shot dead. Syd and Vaughn lose the murderer after a car chase through a parking garage. Back in LA, Marshall tells them he received 63% of the data; he’ll need 12 hours to extrapolate the rest. Sydney recalls the previous day was the anniversary of Vaughn’s father’s death. Lauren calls, interrupting their conversation.

In Zurich, Sloane apologizes to Barnett and asks her out to dinner. She agrees “for professional reasons only.” She thinks his transformation from spy to humanitarian is remarkable and asks about the secret he’s harboring. He’s offended and explodes at her, so she walks out on him.

Marshall’s data reveals the plasma charge is on a Liberian freighter in Lisbon. Once on the boat, Syd and Vaughn, using a tracking device, are again fired upon.
We go back to the opening— after Vaughn leaves, Lauren receives a call from Sark. He wants the plasma charge and tells her to get a lock on it, which she does via Dixon’s team meeting. Syd tells Lauren that’s she’s not responsible for the problems in Lauren’s marriage. Lauren then meets Sark at the Vancouver facility, where they plant the virus and force the employee to fire at Syd and Vaughn. When he misses, Lauren kills him and flees. After escaping, Lauren and Sark get shagadelic.

Sloane apologizes to Barnett. He tells her his secret — he had a one-night affair with Irina Derevko. Jack and Emily never knew. Though he’s never tried to prove it, he believes Syd is his daughter.

Back to the gun battle on the boat — Syd finds the plasma charge. Vaughn stops Lauren, who’s wearing a mask, and demands that she show herself. Before she does, Sark corners Syd and threatens to kill her unless Vaughn drops the gun. “If you love her, you’ll drop the gun,” Sark says. Vaughn drops it. Lauren punches him and runs. Syd breaks away from Sark and chases Lauren while Vaughn goes after Sark, who has the charge. He engages the timer and tosses it to Vaughn, who, with Marshall’s aid, stops the countdown with seconds left.

Later, Lauren meets Vaughn at a bar. Sark calls to goad her. She kisses Vaughn at Sark’s behest. At the office late, Jack takes Syd out to dinner.

Façade (Original Airdate 03/14/04)
Daniel Ryan, a freelance bomb maker whose bombs are impossible to defuse, destroys a bank in Belfast as a calling card to The Covenant. If he fails to cut a deal with The Covenant in 48 hours, he’ll give notice to other terrorist groups with a bombing in the U.S. When the CIA learns that The Covenant is to meet him at the Black Stag Bar in Belfast, they send Weiss and Syd.

Using Covenant defector Leonid Lisenker as a source of info, Syd poses as a Covenant agent. To improve her credibility with Ryan, she rescues him from an attempted CIA kidnapping led by Weiss. Ryan wakes in a CIA-built replica of the hotel room in which he does business with The Covenant. The ruse nearly fails, but Lisenker appears and vouches for Syd. Ryan accepts the deal on the condition that the details be handled by Sark, whom he’s never met but knows is The Covenant’s North American co-commander.

Vaughn appears, posing as Sark. Ryan tells him the details will be given to him on a flight from Rome to Paris by an associate who will recognize him. He says the second bombing will be called off once the associate meets Sark. The CIA hurriedly issues a communiqué that compels Sark to board that flight, which Vaughn is also on. The associate never shows up, however, meaning that Ryan wanted Sark on that plane for an unknown reason.
Sloane, sleeping with Judy Barnett, receives a call from a desperate Syd. He says Ryan’s brother Christopher was killed by The Covenant. After some research, Syd remembers that The Covenant made her kill Christopher to test her Julia Thorne identity. Ryan plans to get revenge on The Covenant by blowing up Sark’s flight.

On the plane, Vaughn arrests and handcuffs Sark. After a call from Syd, he finds the bomb in the cargo hold. Marshall discovers that the detonator is based on barometric pressure — the bomb will explode if the plane descends below 18 thousand feet. If Vaughn detaches the motion sensor, Marshall says, they may be able to fool the bomb into thinking it’s in high altitude.

Syd, Weiss and Lisenker reveal themselves to Ryan, hoping the revelation convinces Ryan to stop the bomb. Syd appeals to Ryan’s compassion, saying she was tortured by The Covenant and made to assume the Julia Thorne identity.

Vaughn uncuffs Sark, and together they try to disable the motion sensor. Ryan agrees to help and dials in a deactivation sequence. It’s only a ploy — he had heard a rumor that Julia Thorne had killed his brother — he activates the bomb, as well as the one Marshall had been studying in his office!

With the clock ticking, Jack chokes Ryan until he passes out, then revives him. If he doesn’t give them the code, Jack says, he won’t be revived next time. Ryan gives it up with one second to spare. The danger over, Sark attacks Vaughn, who knocks him out and turns him over to the French authorities. When Vaughn returns, a tearful Syd embraces him

Taken (Original Airdate 03/21/04)
Senator Reed, Lauren’s father, arrives to oversee Sark’s interrogation. He tells Jack that they must learn the identity of Sark’s partner in The Covenant. Lauren advises against torturing Sark.

The plane carrying Sark to Dover Air Force Base from France lands in the desert, 60 miles short of the runway. Syd and Weiss board the plane, only to find the pilots and guards dead and Sark missing. The dead appear to be frozen. Meanwhile, Dixon learns that Sark has kidnapped his two children. Sark demands the release of five international prisoners in 48 hours — an impossible task. A shaken Dixon demands the team find the mole.

Marshall, analyzing the flight voice recording, learns that Sark made a phone call and referred to someone as “love” before he bailed out over Arizona. The CIA traces Sark to Nogales. Syd, Vaughn, Weiss and Dixon enter the compound but the kids aren’t there — it’s a trap. They barely make it out before the place blows.

Marshall searches the FAA database and discovers Sark’s flight was accessed from Switzerland via Dr. Barnett’s IP address. Jack immediately arrests Sloane and jails him. Syd stops Dixon from beating him. Dixon returns home to find his boy safe but The Covenant now demands the release of ten prisoners. Dixon appoints Jack as team leader and privately tells Syd that The Covenant’s demands are false. They’re actually demanding a Rambaldi object, from Project Black Hole, located in the Nevada Desert. Syd agrees to help him retrieve it.
Syd sneaks into the facility via a steam shaft while Dixon enters with his clearance. Dixon gains access to the security system and opens a grate for Syd, just before she’s steamed. Dixon directs Syd to the correct room and she outfoxes a mechanized guard to retrieve the object — a cube. Engraved in it is the name Irina.

Jack learns that The Covenant is close to locating a key to operate the cube. The contents, he tells Syd, will threaten her life. Nonetheless, Syd decides to exchange the cube for Dixon’s daughter. Senator Reed, learning that Dixon stole the cube, deploys a team to bring him into custody. Lauren appeals to Vaughn to help Dixon.

With Federal choppers searching for Dixon, he, Jack and Syd meet Sark and Dixon’s daughter. Vaughn has Marshall misdirect the chopper’s GPS systems. Dixon gives Sark the cube. Sark fits the girl with a collar armed with a deadly toxin as insurance that he escapes. Syd volunteers to wear the collar. Jack disarms the collar as Sark flees.

A furious Barnett, visiting Sloane in jail, believes she’s been used. Proclaiming his innocence, Sloane asks that she keep mum about his secret. Jack overhears Lauren call Vaughn “love.”

The Frame (Original Airdate 03/28/04)
Vaughn and Syd travel to Mexico City searching for the key to open the Rambaldi box. Via Vaughn’s contact Kishell, they learn that the box contains a bio-weapon. In 1941, they learn, two Soviet archeologists found the “map,” an etched crystal revealing the location of the key. The men turned on each other, however, and died in the Karoo desert. Kishell has images of Covenant kingpin Kazari Bomani at the site — with the crystal. In the background is a truck belonging to Omnifam, Sloane’s humanitarian organization. Kishell says The Covenant refers to the map as The Passenger.

Later, Sloane explains to Syd that the CIA forced him to partner with Bomani to stay close to The Covenant. If his pardon is revoked, she says, the death penalty will be reinstated. He says all Omnifam trucks can be tracked with GPS. He offers to give her the tracking codes in return for creature comforts.

At a restaurant, Vaughn tells Lauren that he wants to separate. Lauren says it’s about Sydney and storms off — straight to Sark, who tells her to kill her father, which would compel Vaughn to return to her out of compassion. Meanwhile, a suspicious Jack prints out Lauren’s phone records. Visiting Senator George Reed, Jack meets his wife Olivia. He then reveals to the senator the paper trail leading to his Lauren. Reed is incensed and denies his daughter’s involvement.

Marshal tracks the Omnifam trucks to the Russian consulate in Gaborone, where the CIA believes Sark and Bomani have the map. Syd and Vaughn enter a function at the consulate, posing as a Russian couture designer and a waiter, respectively. They engage in a firefight with Sark and Bomani and escape with the crystal. On the return flight, Vaughn tells Syd that he’s separating from Lauren.

Marshal is unable to interpret the crystal’s kaleidoscopic data. Syd gives Sloane The Iliad in return for his help. He says that there are four disks that fit into the box’s carved slots. He tells them to look under water. With this information, Marshal is able to use the data to pinpoint a rock formation off the coast of Okinawa.
Lauren realizes her computer has been accessed by Jack (she has an intrusion detection program). She calls Sark, who again advises her to kill her father and then frame Jack. Lauren visits her father, who’s now convinced of Lauren’s guilt. He suggests that he can help her get out of it and they could start over to patch their relationship. Olivia walks in, takes the gun from Lauren, and shoots him! She says, “Sark said you might back out.”

During the investigation, Olivia tells Jack that, before killing himself, George had grown distraught about asking Lauren to do things that he later regretted. He mentioned the Covenant, she says.

In the Sea of Japan, Syd and Vaughn scuba to an underwater cave and locate the keys. Bomani arrives and says The Passenger is Irina’s legacy. Syd fights Bomani while Vaughn battles Bomani’s mercenaries. Syd beats Bomani, but he destroys their scuba equipment and flees with the keys. They use a tank with a broken valve to act as a propulsion device to rocket them to the surface. On the plane back, Syd says Vaughn’s problems are unfortunate, but she’s hopeful. He asks her out to coffee when they get home.

Dixon refuses Lauren’s resignation, telling her that she was acting at her father’s instruction with what she thought was approved government protocol. Jack tells Dixon there’s no reason to believe it wasn’t suicide, but Dixon says they may still have reason to hold Sloane. Vaughn and Syd arrive and learn of Senator Reed’s death. To Syd’s dismay, Vaughn embraces Lauren. Later that night, Vaughn calls Syd to tell her he’s back with Lauren.

Sloane demands to be released after he learns that Senator Reed was Covenant. But Dixon says the senator’s records indicate he consulted with Sloane about Rambaldi and that Sloane handed over certain artifacts to him. The pardon has been revoked, Dixon says, and he’ll be executed in two weeks.

Unveiled (Original Airdate 04/11/04)
Dixon asks Sloane how Il Dire (The Telling) will help The Covenant obtain The Passenger. Sloane asks to speak to Jack, even though Dixon’s made it clear that Sloane’s execution won’t be stayed.

Dixon explains to the team that a computer worm, originating in Berlin, has targeted hospitals, laboratories and universities. They believe it’s a Covenant attack, a precursor to the Rambaldi bio-weapon. Syd and Vaughn travel to a Berlin Goth club to find the culprit, a hacker known as Cypher, and learn how to stop the worm.

In Florence, Sark and Bomani use the keys to open the Rambaldi box, revealing the beating di Regno heart. The box is an elaborate writing machine that scratches a message onto a scroll of parchment. Later Bomani compares the codes gathered by the worm to the parchment. Sark learns from Lauren that the CIA has discovered Cypher. Bomani expresses doubts about Lauren’s work.

Lauren tells Vaughn that, while he’s in Berlin, she’ll go to England to meet her mother and scatter her father’s ashes in Dover. In Berlin, Syd locates Cypher with a PDA-sniffing pair of sunglasses given to her by Marshall. Before he talks, however, he’s shot. Syd thinks she sees Lauren in the distance. Cypher’s last act is to give Vaughn a small drive containing the files with the worm’s source code.

Lauren tells Sark that she has to corrupt the files before the CIA makes a copy — before Bomani knows that she failed. Sloane tells Jack that two years ago Senator Reed recruited him to work for The Trust, an organization within the U.S. government interested in Rambaldi, in return for a pardon. He wants Jack to prove that this group exists.

At a CIA safe house in Berlin, Syd tells Vaughn that she saw Lauren. Vaughn reacts angrily. Lauren shows up, looking to cry on Vaughn’s shoulder. He notices she’s wearing an antique ring. She claims its an heirloom. Syd calls Mrs. Reed to check out Lauren’s alibi. Her story holds. As Vaughn uploads Cypher’s data to Marshall, Lauren touches the ring to the drive. Later, Marshall tells them that flash drive’s memory was wiped. He suggests it was purposely exposed to an electromagnetic pulse. However, he’s able to partially reconstruct the source code and determines that its real purpose was to gather information for The Covenant.
Bomani realizes the CIA cut their data feed. Syd tells Jack that she seriously suspects Lauren. Jack pays Vaughn a visit, tells him that Irina would sometimes camouflage the truth in a kiss. An outraged Vaughn says Lauren is no Irina and he is not Jack.

Marshall finds the worm was searching for the genetic code for one woman. There are ten possibilities. Lauren downloads the data, then tells Vaughn she has errands to run. He follows her to a mall, watches her receive a phone call – Sark warns her off the drop; he wants to see her in person. Vaughn has Weiss run a tap on Lauren’s phone and he overhears her speaking intensely. Later, Lauren tells Vaughn that she got a call from her mother (which explains the phone call to Vaughn).

Dixon says the ten women are actually aliases for one woman. Records reveal this woman was always treated by one doctor — Robert Viadro in Milan. Syd and Vaughn go to Milan. Lauren is already there. Viadro knocks the amethyst from Lauren’s ring but she subdues him in a Panic Room and tortures him until he reveals The Passenger’s location. Syd and Vaughn arrive, fight off guards belonging to The Order of Rambaldi, and find Viadro. Vaughn also finds Lauren’s amethyst. When Viadro sees Syd, he says, “You’re the one from the prophecy. You will not hurt her.” He tries to kill Syd. Vaughn shoots him dead.

Lauren gives Bomani a computer disc. He’s about to kill her when Sark shoots him dead. Jack’s contact Diego tells him the front for The Trust is Project Centrigrade. Dixon tells Jack that Barnett’s notes reveal that Sloane had an affair with Irina. Jack tells Sloane that he couldn’t verify existence of The Trust. Sloane says that both Jack and Syd will be affected if The Covenant finds The Passenger.

Jack tells Syd that he thinks The Passenger is Irina, because Il Dire’s message said “peace,” the etymology of which is a derivation of Irina. Vaughn asks Lauren what she did while he was gone. She just gives him a kiss. Vaughn checks her belongings while she’s in the bath. Under the false bottom of a trunk, he finds a Goth wig, a passport and a gun

Hourglass (Original Airdate 04/18/04)
In a Nepal monastery, Sark, looking for info on The Passenger, threatens the Rambaldi monk known as Conrad. The wise man kicks the crap out of him. Olivia Reed appears and tranquilizes Conrad. Sark then takes a manuscript regarding The Passenger, called The Restoration.

During an online chat with Irina, Jack asks her about The Passenger. The account is suddenly terminated. Vaughn admits to Syd and Jack that Lauren is the mole. Jack says he should play along. So when Lauren asks Vaughn to come to counseling, he agrees.

Dixon receives intel that The Covenant has kidnapped Conrad. In the Thar desert, Syd and Vaughn intercept the convoy on horseback. Syd jumps into the truck, beats a guard and grabs Conrad while Vaughn trails them. As they climb out toward Vaughn, Sark shoots Conrad. With his dying breath he says to Sydney, “The Passenger is your sister.”

In LA , Jack reveals to Syd that Sloane had an affair with Irina. Syd confronts Sloane at his prison cell. He says he never knew he had a daughter with Irina until he reached the Nepal monastery. The Di Regno heart and Il Dire gave him the woman’s DNA and the word “peace,” which translates to Irina in Greek. Using Omnifam, he gained access to DNA databases but never found her. Now, he wants to protect her from The Covenant. He asks Syd to convince Jack not to hide evidence which would exonerate him. Jack later says he’s hiding nothing.

Only the CIA’s Project Black Hole has the codekey that can read The Restoration. Jack sets a trap – He leaks to Lauren that Marshall has The Restoration and will begin decoding it with the codekey. She copies his thumb print, using it to access the Image Processing lab to duplicate the codekey, which, in fact, is a fake.
Syd and Vaughn are shocked to find Lauren passing the fake to her mother Olivia. They overhear Olivia say The Restoration is at home in Richmond. During a counseling session, Dr. Barnett slyly suggests that Vaughn take a trip with Lauren to Richmond. Once there, Vaughn hides a sensor that Marshall uses to find a hidden safe. Syd phones him and directs him to it while Lauren and Olivia are outside. He scans and transmits the documents with a watch. Vaughn finishes just before Lauren enters. Syd disconnects her comm as they fool around.

The documents reveal a Rambaldi artifact known as the Hourglass, which was auctioned to Masa Raidon, a yakuza keeping the arkwork in a building in Little Tokyo. The manuscript says The Hourglass will reveal the location of The Passenger only to her father. Sloane will be executed in 6 hours. The Justice Dept won’t stay the execution.

Syd bluffs Jack into agreeing to turn over his info on The Trust and exonerating Sloane. Jack then talks with Sloane, bringing champagne to his cell to celebrate the knowledge of a daughter. Jack accuses him of trying to take Syd away from him. He refuses to help Sloane and threatens The Passenger.

Syd treads delicately in the Yakuza stronghold but when Marshall tells her Dixon is at the execution, she kicks in to high gear. As Sloane enters his execution chamber, Syd, double guns blazing, mows down the guards and grabs The Hourglass. Sloane slowly dies as he receives a combination of lethal injections.

Syd later turns her back on her father. Lauren, informing Olivia of Sloane’s death, admits that Vaughn played her. Jack, meanwhile, revives Sloane. He had given him an antidote in the bottle of champagne. Jack orchestrated, he tells Sloane, it because he needs him.

Blood Ties (Original Airdate 04/25/04)
Jack tells Syd that he saved Sloane because he had learned that DOJ Director Marlon Bell was part of The Trust and wanted Sloane dead. Syd tells Sloane that she didn’t grieve for him.

Sloane reveals that he found a Rambaldi text that contained a formula for an elixir that would allow The Passenger to channel a message from Rambaldi. Sloane had sampled the elixir, which had no effect. Sloane explains that if The Covenant finds her, it will expose her to a massive dose of the elixir, thus killing her. He swears he just wants to protect his child. When Syd asks how to find her, he smashes The Hourglass, revealing a glowing green ball.

Dixon has Weiss tail Lauren and advises Vaughn to continue as her devoted husband in order to garner info. Lauren, however, soon loses Weiss. Ex agent Thomas Brill contacts Vaughn. He says Vaughn’s father was a Rambaldi follower who freed The Passenger, then a little girl, from KGB custody and hid her. He died protecting her.

On a plane to Washington, D.C., Syd holds the green ball, a battery for a Rambaldi artifact that can locate The Passenger. The Trust has a cold storage vault in the Smithsonian secured by a five-key retinal system corresponding to the five member of The Trust — all government officials. In D.C., Sloane makes himself known to Bell, who calls a meeting with The Trust that Sloane crashes.

Sark kidnaps and tortures Vaughn, trying to get The Passenger’s location. Lauren appears and, apparently disturbed by Vaughn’s condition, helps him escape.

While Sloane gathers the retinal ID’s from the Trust via a hidden scanner, Syd enters Smithsonian posing as a dinosaur expert researching a paper. She charms the curator into letting her gain access to a restricted area, where she finds the vault. Jack sends the scans to Syd, who uses them to open the vault. She grabs the artifact.
Later, Sloane drops the green ball into the artifact, which etches a brain wave pattern on parchment. They use a DOD satellite network capable of remote encephalography to locate The Passenger. She’s in a labor camp in Chechnya, under the alias of Talia Kozlov. Syd infiltrates the Chechen camp and finds her sister in a catatonic state and strapped to a bed.

Vaughn flags a trucker and uses his cell phone to call Dixon. Vaughn is rightfully suspicious. The truck crashes after the trucker attacks him. Sark and Lauren grab Vaughn again but Marshall witnesses it on a surveillance tape. They begin to administer the dreaded Inferno Protocol serum on Vaughn when Sark receives a mysterious phone call revealing the location. Lauren increases the dosage in order to kill Vaughn and they leave. Weiss, using Marhsall’s info, finds Vaughn barely alive.

The woman wakes and she and Syd battle their way out. She tells Syd that her name is Nadia and she’s with SIDE, Argentine Intelligence. Syd reveals that they’re sisters. They meet up with Jack and Sloane and retreat to a safe house. Nadia recognizes Sloane, who tells her that he changed because he didn’t want to meet his daughter and have her despise him.

Sark and Lauren break into the safe house. During the gun battle, Sloane and Nadia disappear. Jack and Syd realized that Sloane tipped The Covenant to give himself the opportunity to escape with Nadia. They can’t relocate her by her brainwaves.

Dixon tells Syd that Vaughn shows evidence of psychological conditioning, thanks to Lauren. Syd visits Vaughn in the hospital. He says she must let The Passenger go and reveals the reason that Irina killed his father. He relays a prophecy: The Passenger and The Chosen One will battle and neither will survive. Syd is unmoved.

Sloane injects Nadia, strapped to a table, with the elixir. She convulses.

Legacy (Original Airdate 05/02/04)
Sloane takes the notes that an entranced Nadia has written and pins them to a board, where they form some kind of diagram. With Sloane’s guard down, Nadia stabs him with a hypodermic and destroys the Rambaldi elixir, but he subdues her. He calls a contact to deliver more bottles in exchange for $5 million. The contact then calls Sark.

The CIA intercepts the call between Sloane and the contact and learn that the elixir is stored in an inactive Russian bunker called Novgorod 21 that was once the center of Soviet Rambaldi research. Syd suggests they plant a tracking device on one of the vials.

Syd and Vaughn arrive at the bunker only to find it ransacked and the elixir missing. Vaughn begins to retrieve and upload any available data to Marshall. They find video files revealing Nadia Santos as a young girl, recording messages while under a trance. Russian guards, led by Katya Derevko, surprise them. She turns on the guards, however, and tranquilizes them. She reveals herself to be Syd’s aunt then orders them to wear the guard uniforms. They run barrel through a checkpoint and escape.

In St. Petersburg, Katya says Lauren and Sark took the elixir. She reveals that the young Nadia was taken from that lab by Vaughn’s father before she could complete the message. Katya, working with SRV (Russian Intelligence), says Irina gave birth to Nadia in a Russian prison after she left Jack. Katya has been helping Irina to locate Nadia ever since and is dismayed to hear that Sloane has her.

Sark and Lauren deliver the elixir to Sloane in exchange for a partnership. Sloane reluctantly accepts, and administers a does to Nadia to prove that she’s The Passenger. Marshall, meanwhile, explains to Syd that the fluid contains potentially toxic proteins that trigger a muscular memory, forcing Nadia to relay the message. The memory is genetically stored only in descendants of Rambaldi. They view an old videotape wherein Dr. Jong Lee, aka Suit and Glasses, injects Nadia with the elixir. Dixon reveals that Lee was in charge of conducting Russia’s Passenger experiments. He’s now in a Cuban bio-weapons facility.
Jack warns Vaughn not to let his thirst for revenge against Lauren endanger Sydney. He gives Vaughn a key to his well-armed security facility -implicitly suggesting he kill Lauren.

While Jack and Katya track Sloane’s bank withdrawals, he rebuffs her advances. He notices that Sloane made a large payment to a Dayton Electrical, a company that did electronics work in Chamonix. Jack makes the connection and visits Toni Cummings in prison. When Jack agrees to reduce her sentence, Cummings tells Jack that she drew up specs for a system for Sloane but doesn’t know where he built it.

In Cienfuegos, Cuba, Syd and Vaughn find Dr. Lee. He says Nadia drew coordinates that would lead to Rambaldi. Vaughn tortures him by dripping acid on his leg. Sydney is shocked and appalled.

Marshall works with Cummings to get a delivery nexus for parts to Sloane’s system. Cummings unsuccessfully tries to convince Marhsall to work for her. Marshall finds that Sloane’s sytem is in Japan. She says she needs to travel there to determine which of the seven security variables she’d given Sloane is being used.

In Sloane’s Kyoto estate, Sark urges him to increase the dosage to Nadia, who’s building up a tolerance, even though it might kill her. He refuses. Sark kills Sloane’s guards and Lauren ups the dose. Just then, Cummings hacks the security system and the CIA storms the compound. Sloane escapes while Syd tends to Nadia. Vaughn chases fruitlessly after Lauren and Sark, leaving Syd to dispatch Sloane’s guards herself. Nadia shoots a guard about to kill Syd. They recover the drawings and texts and escape.

Dixon says Vaughn allowed Sloane to escape. Syd covers for Vaughn, despite her anger. He says she got Nadia and that’s what counts. Syd says they can’t work things out until he deals with his anger. Jack visits Katya and plants a kiss on her. Vaughn goes to Jack’s storage facility and chooses a sniper rifle from the array of weapons.

Resurrection (Original Airdate 05/23/04)
Sydney strategically places cell phones throughout the office. She patches into the CIA computer and downloads the Rambaldi equation. Then she contacts Sark – Sydney is actually Lauren in disguise! She shoots Marshall when he questions her. As she bolts, the cell phones explode. Vaughn follows “Syd,” but she knocks him out, then escapes by stealing a car.

The real Syd is interrogated by Hank Foster, Counterintelligence Threat Analysis. Believing she was somehow involved in the break-in, he reassigns her to a desk job pending further investigation.

Vaughn tells Jack that he’s prepared to exact revenge on Lauren. Jack tells Dixon to have Vaughn question Sark, in order to increase the psychological fear. Vaughn beats Sark bloody during the investigation. Sark gives Lauren up.

Syd calls Vaughn, and intuits that Vaughn knows Lauren’s location. She asks Jack why the Sark interrogation is classified. He dodges the question, saying that Vaughn should kill Lauren to gain closure. He says that he regrets letting Irina go.

Vaughn spies on Lauren decrypting the equation in a warehouse. He photographs the longitude and latitude, then surprises her and administers a beating. About to disfigure her with hydrochloric acid, Vaughn is stabbed from behind and collapses.
Sloane sneaks into a CIA safe house and begs Nadia to tell him the location of The Sphere of Life – the vessel in which Rambaldi’s consciousness is stored. She’s dubious. Before he leaves, he tells her how to find him.

Syd and Jack wait for Vaughn in the hospital. Now Syd vows to kill Lauren, whether Jack, who is alarmed at her transition, helps her or not.

Lauren appears in the jail cell next to Sark. She forgives him for giving her up. He tells her that the Rambaldi info is backed up on an offsite server and gives her the password. It’s not Lauren, but Syd – who removes her mask! When she determines that the equation leads to Palermo, Sicily, she leaves immediately. Vaughn tells Weiss that Katya Derevko stabbed him and that Syd is walking into a trap. Vaughn uses Weiss to create a diversion to escape the hospital.

Syd finds Katya in the Palermo site. She says she’s tracking The Covenant and that she knows Lauren is present. Katya tries to shoot Syd, but Syd had secretly removed the cartridge from Katya’s gun. Syd then shoots Katya. Lauren arrives but Syd misses her shot and Lauren runs.

Nadia escapes the CIA safe house to meet Sloane, who tells her that the Sphere may be compromised because The Covenant has solved the equation. She says that she purposely altered the equation – The Covenant is looking in the wrong place. She and Sloane venture off together to find the Sphere.

Syd and Lauren fight. Lauren says that Syd still doesn’t know the truth about her life. Lauren is about to finish Syd off when Vaughn shoots Lauren dead. Before she dies, Lauren tells Syd that the truth is in box 1062 in the Bank of Wittenberg. Syd and Vaughn kiss.

In Wittenberg, Syd opens the safe deposit box and finds top secret documents. She cries as she peruses files documenting her life, each one bearing Jack Bristow’s signature. Jack enters and says she was never supposed to have found these documents.

Season Four

Authorized Personnel Only (Part 1)
Sydney, on a train, in lingerie, flirts with a man to get into his … briefcase. He unlocks it, revealing a canister containing an unstable isotope. She knocks him out and takes it, runs into the corridor. A thug follows and is about to push her off the train…

Shanghai 72 hours earlier … Sydney, in a naughty schoolgirl outfit, escapes with a contact into a club’s bathroom. It’s a mission gone bad, a fellow agent is killed, and in order to escape she makes her contact dress like a goth.

In LA, Syd is berated for violating protocol by Director Chase and stripped of her classified clearance. Sydney then quits the CIA. In Washington, Vaughn and Weiss talk about his meltdown after discovering Lauren’s treachery. Vaughn says he’s quitting.

Sydney walks down a subway, opens a secret doorway and enters an office. Director Chase is there and welcomes her. She explains Langley approved this black ops division only months ago. Dixon, Jack, Vaughn are all there — a team handpicked by Sloane. Chase privately tells Syd that they need Sloane’s contacts — and the team is a safeguard against Sloane’s potential treachery.
Sloane explains that their covert unit is like the CIA’s own SD-6, called APO — Authorized Personnel Only. Their first mission targets a Russian scientist named Yuri Kamarov, who wants to sell an isotope to an unknown buyer on a Belorussian train. Vaughn will act as the buyer while Syd grabs the isotope. She’s openly disdainful toward Sloane.

On the train, Syd barges in to Kamarov’s room claiming that it’s her room. Vaughn poses as Kamarov and meets the buyer, who works for a Mr. Vadik, while Sydney occupies the real scientist. The buyer recognizes Vaughn and puts a thug on him as he leaves. Vaughn signals Syd, who swipes the isotope. Vaughn beats the thug and races to save Syd. He throws her assailant off the train. They make love. After, he asks Syd what happened at Wittenburg. Syd flashes back — she’s reading a top-secret document as Jack enters.

Authorized Personnel Only (Part 2)
Sloane plans for Syd to talk to Nadia about Vadik, whom she once tracked. Sloane says that Nadia quit the intelligence business and returned to Argentina after they found a Rambaldi artifact and handed it over to the US government. In Argentina, Nadia won’t return but tells Syd that Vadik’s right hand is Tomazaki.

At home, Syd tells Vaughn about Wittenburg — she learned that day that her father had killed her mother, Irina Derevko.

Tomazaki has disappeared. They learn that five years ago he unsuccessfully tried to steal the Shintaro sword from a London museum. Sloane suggests they steal the sword as bait. At Dixon’s suggestion, they enlist Marshall. In the museum, Syd triggers the alarms but manages to steal the sword and, with Jack’s help, escapes the police.

Later Jack tells Sloane that he didn’t tell Syd everything in Wittenburg.

Dixon arranges to sell the Shintaro sword to Tomazaki in Rio de Janiero. Tomazaki’s jailed thug tells Jack that Vadik is Tomazaki. At the agreed meeting, Tomazaki kidnaps Syd. Vaughn asks Nadia for help. Tomazaki asks a perplexed Syd how she found out about the hit. He tortures her. He says he was supposed to assassinate her but the day before the hit, his client was killed.

Nadia steal a key card from a Tomazaki associate and saves Sydney from drowning during the water torture. Tomazaki knocks her out. He attacks Syd with the sword but she runs him through. Before he dies, he says that Irina Derevko hired him to kill her.

Sloane announces that Nadia has joined APO. Syd tells Jack that Tomazaki had the contract. He doesn’t know why Irina wanted Syd dead. Vaughn comforts a shaken Syd.

Nadia and Syd travel to Moscow, where Syd had Irina interred. Syd tells Nadia she has no idea who killed her. Nadia swears that she’ll kill whoever murdered their mother.

The Awful Truth
In Nassau, The Bahamas, Syd and Marshall arrive incognito at a bank under the pretense of creating an account while Vaughn and Dixon create a diversion. When the manager leaves momentarily, Syd and Marshall access an account.

Back in LA, Weiss and Nadia – who’s now living with Syd, hit it off at a party Syd hosts. Jack crashes the party, says her Bahamas mission paid off, they have info on Bishop, owner of the account, and Valta. He wants to know if she told Nadia that he killed Irinia. Syd hasn’t but thinks it best if she does.

Sloane says Valta, a computer that will revolutionize info gathering from satellite networks, was stolen from the NSA headquarters 10 days prior by Martin Bishop, who will be deliver it to a German terrorist group. Bishop, a British ex-pat living in Spain, awaits final payment before delivering Valta. The team must recover or destroy the computer.

They determine that Valta’s whereabouts are stored on a powerful server on Bishop’s estate in Andalusia, Spain, and they can only hack into it from the inside. Once in Spain, the team sets a trap for Bishop using Syd as bait – she portrays a mysterious woman caught in an overturned car. Bishop rescues her and invites him to her home. He tells her not to wander the grounds.

Jack administers a psych test to Nadia. He tells Sloane that he’s learned enough to deal with the problem.
With Vaughn monitoring the situation, Syd sneaks away and finds the server in the basement. She determines that Valta is located at Malaga’s Alameda Yards in container C0717. Bishop’s suspicion is raised when he runs into Syd as she returns to her room. Sloane sends a team to Malaga to find Valta and tells Jack that Syd may be in trouble.

At Alameda Yards, a CIA team destroys Valta, but Weiss is captured. Bishop is informed of the raid and learns that someone accessed his server. An alarmed Syd signals for help, and Vaughn and Dixon go in only to find the house empty. Marshall tracks Bishop by his cell phone signal.

Jack tells Nadia he doesn’t blame her for Irina’s infidelity and hands her classified documents before they are dispatched to Spain, where they liaison with Vaughn. Bishop holds both Weiss and Syd captive. Bishop hopes to off them up to the terrorist group as a replacement for the computer. Syd breaks free of the ropes and beats the guard — Weiss now realizes she’s black ops. They go after bishop. Vaughn meets up with Weiss. Syd trails Bishop, jumps on top of his car and shoots him through the roof. He slams the breaks and she tumbles off. He’s about to shoot her when he is killed by Nadia, who a pumps a few extra rounds into him. She says he was the one who killed Irina, their mother – Jack lied to her!

Later, Jack admits to Syd that he adjusted details in the documents to manipulate Nadia and give her closure. He says a satisfying lie can do more good than the awful truth

With Vaughn and Dixon covering, Syd tries to buy a bio-weapon called Ice 5 from an American at a foreign bazaar. When thugs disrupt the deal, Syd bolts with the man. As they’re running, his leg snaps off. He’s then shot – and literally explodes.

Marshall later determines that the biological agent, which the man had swallowed, actually “freeze-dried” him, crystallized him from the inside. He worked as a relief worker in Montenegro hospital run by Fenton Keene, who secretly developed Ice 5. Sloane wants the team to obtain a viable sample of Ice 5.

At Syd’s home, Nadia finds a photo of Irina holding a baby. Nadia asks Sloane who the baby in the picture is. He dodges the question.

Syd visits the hospital as a representative of Omnifam and does the grunt work, while Weiss and Nadia put together a list of potential buyers. A patient comes in showing symptoms of Ice 5 infection but the nurse, Kyra MacLane, says he was in a car accident and won’t let Syd help treat him.

Vaughn, disguised as a priest with a black eye, flirts with MacLane and convinces her to make confession. Fenton appears, tells Vaughn that he’s her brother and asks to see the man in the car accident. Meanwhile, Syd swipes MacLane’s card key and passes it to Dixon, who makes a copy and gives it to Syd.

Syd searches the lab and finds 14 tanks of Ice 5. To her horror, she spies Fenton testing it on human subjects. Weiss reports that they found a buyer in Damascus. They find MacLane is really Fenton’s sister, and that they’re both former IRA. Vaughn feels she can be turned and approaches her during confession.

When they meet, MacLane says her brother has done awful things. With Syd listening in, Vaughn tells MacLane that he’s haunted by thoughts of his former wife, whom he killed after she betrayed him. MacLane realizes Vaughn is government. He tells her that he can protect her from her brother should she turn on him.

MacLane takes Vaughn to the lab, where Fenton clobbers him. He’s forces MacLane to inject Ice 5 into Vaughn’s eye. Syd enters and rescues Vaughn. During the fight, Fenton stabs his sister by accident. She dies in Vaughn’s arms, but forgives him before passing.

Jack asks Nadia for the photograph. He said Irina told her she was holding her niece. The next day, he recalls, he proposed. He says he chooses to believe it’s true, but says that everyone needs to find our own sense of closure.

On the return flight, Syd, sensing a disconnect, tells Vaughn he can talk to her whenever he wants.

Welcome To Liberty Village
A Russian-speaking man steals a device from an armored truck. He goes home to a suburban neighborhood and greets his loving wife in English.

At APO, Sloane says the stolen object was an EMP, an electromagnetic pulse weapon. Marshall says it can destroy any electronic equipment in a 10 mile radius and has a repeatable core. The thief, Yuri Karylko, has ties to October Contingent. In related news, German authorities have arrested a Chechen couple, the Tabakovs, who said the October Contingent had made overtures to them. Syd and Vaughn are to pose as the Tabakovs to infiltrate the Contingent, identify their mission and retrieve the EMP. Marshall gives Syd a wristwatch that can send their GPS coordinates and is capable of short burst transmissions. Sloane, meanwhile, tells Jack to contact Alexi Vaselyvich.

In Moscow, Karylko gives Syd and Vaughn new identities — they are to be known as David and Karen Parker – and takes them to Liberty Village. Marshall tracks their journey to Training Sector 56B, a former Russian military base that now resembles a suburban American neighborhood. Syd and Vaughn arrive at the neighborhood. They are taken to their new home and introduced to the neighborhood.

Karylko, going under the name Tom, says Syd and Vaughn will be tested to see if they can portray Americans convincingly. Marshals picks up Syd’s transmission and identifies the “neighbors” as assorted terrorists. Sloane wonders why the Contingent is dealing with terrorists and why they’re in a government training ground.

Ironically, Tom tells Syd and Vaughn that they seem a little cold. He gives them a gun. While Syd goes jogging, Vaughn practices assembling the gun. Syd runs into Tom, who tells her that the neighborhood is heavily guarded.

Jack meets Alexi and asks if the Russians still run the old base. Alexi bargains with Jack, expecting something in return for extracting Syd.
Tom gives Syd and Vaughn wedding rings so they look more like a couple. He takes them to a car dealership, their mission is to buy a convertible. The dealer sees the ring, asks how he popped the question. Vaughn spins a tale that moves Syd. The dealer says another couple is also interested in the car. The winning couple gets to move on in the program, he says. The losing couple dies. He gives them a gun to assemble, both couples race to assemble it.

Jack opens a book from Irina’s collection of 1st editions. The NSA had cracked the orders the KGB encoded in the books. He tells Marshall that the NSA missed something and puts him to work on it.

The couples shoot it out in the car dealership. In the melee, Vaughn loses the gun. Syd picks it up and kills the woman. She then jumps in the car and runs down the man. Later, Syd notices that the watch is broken. She and Vaughn kiss in the shower.

Marshall finds the code in the ink of a period within an ellipsis. After magnifying it, he sees that it contains a protocol related to one of Irinas operatives, codename Sentinel. Jack says Sentinel is a dead end, a deceased agent. Jack gives the book to Alexi, who says he hasn’t heard from Irina a long time. He also says he has an aircraft waiting to extract Syd and Vaughn.

Tom prepares to send Syd and Vaughn Chicago, where they are to gain access to the servers of Pierce Financial. Tom’s plan is for a “redistribution of wealth” after an attack on the U.S.

Marshall receives word that the Germans have moved the Tabakovs to a maximum security prison – and assumes the Russians have been informed also.

Tom shows Syd how to use the EMP. He then receives a call from his wife. Knowing her cover is blown, Syd knocks him over the head with a vase and they fight. In another room, Vaughn battles another thug. Syd and Vaughn escape outside where a helicopter has them pinned. Syd triggers the EMP and the chopper falls from the sky.

Afterward, Sloane thanks Syd and Vaughn. He says Russian authorities deny an American training ground ever existed in their borders but off the record they’ve expressed gratitude for APO’s assistance in taking down the October Contingent. Privately, Jack says his suspicions regarding Sentinel are accurate, and the Russians are searching for Irina Derevko. Sloane says they’ll have to move up their timetable. Syd and Vaughn canoodle on the plane home.

A woman teaching English to foreign students believes she’s being watched. Convinced she can’t escape, she draws a gun and kills herself.

Syd and Vaughn, playing hockey when they get the call, report to Sloane. He explains that when Nancy Cahill, an undercover narcotics agent, shot herself, her last words were “Tell them it’s funny.” Cahill’s husband Jason, also an agent, has gone off the grid. Syd and Jack are to search the Cahill’s Amsterdam apartment for clues.

In the apartment, Syd unlocks a crawlspace door and follows a passage to a room plastered with disturbing drawings. She’s suddenly attacked and bitten in the throat by a feral Jason. Jack shoots him dead.

As Syd undergoes a battery of tests, the doctor says the Cahills came in contact with a drug that caused an acute melatonin imbalance, which incited their acts of extreme violence. Syd’s diagnostics indicate that she’s fine.

Sloane says Langley wants to find the drug, who manufactured it and what it’s used for. Marshall traces the calls Nancy made and begins reconstructing erased files on her laptop. Weiss says Jason was trying to determine what he was infected with, even after Nancy locked him in the closet.

Syd can’t sleep and begins hallucinating. Her temperature reads 111.

Jason’s files indicate he had a meeting scheduled in Bucharest with “The Count,” a drug supplier. Syd mission is to pose as a Cahill associate and meet The Count. Dixon tells Sloane it’s a mistake to send Syd out so soon. Sloane harshly reprimands him.
In Bucharest, Syd has a recurring hallucination of a spider. Marshall calls Jack to say the drug’s incubation period is a few days, like a virus, and permanently alters brain chemistry. Jack tells Vaughn that they should have her in sight at all times. At the meeting, Syd imagines Vaughn kissing someone. They take The Count into custody, and admits he recently delivered samples of a drug called “Nocturne” to Jason. Once the delusions begin, there’s no stopping it. Syd, increasingly off-kilter, imagines Sloanee threatening her. Syd chokes The Count, who offers that the drug came from Prague and was an old sample meant to be destroyed.

Nadia finds a group called Grappig, which means “Tell them it’s funny” – an affiliation of biochemical scientists in Prague led by Dr. Letuza. Nancy had found out where it came from but was too far gone. Vaughn says Letuza may have developed a remedy if he knew he made a bad batch. In Prague, Vaughn searhes for Letuza’s files. Syd grows fearful that Jack will kill her. She asks to be tied up and Jack obliges. She imagines Jack comparing her to Irina. Syd head butts him, takes his knife and cuts herself loose.

Vaughn finds vials of antidote and returns to see Syd crying over an immobile Jack. She says she killed him, but it’s a trap. She has a gun, forces him to his knees. She says their relationship is a cruel joke at her expense and that she’s scared she will betray him again. She fires but the gun has no bullets. They fight. She beats him with a pipe. Jack wakes and subdues Syd with a sleeper hold. Jack had taken the bullets out! Vaughn administers the antidote.

In LA, Sloane says Interpol has raided Letuza’s office and eradicated the Nocturne threat. Sloane admits to Dixon that sending Sydney was a tactical error. An angry and humiliated Dixon says he never saw the nature of SD-6 because his only failure was that of imagination — he never imagined a person as thoroughly toxic as Sloane could exist. When Sloane’s true motive reveals itself, Dixon promises to be there.

Syd and Vaughn kiss in her hospital room. She sees a spider on her bed. Vaughn brushes it away and says spiders are good luck.

In Irkutsk, Vaughn learns from a contact that Russia has produced a breakthrough explosive called Black Thorine. The contact suspects his superior stole it and sold it, and gives Vaughn the man’s bank account number. Soldiers arrive and shoot the man, Vaughn escapes with Syd’s assistance.

Syd arrives home to find Sloane visiting Nadia. Despite Nadia’s objection, Syd kicks him out, saying he can’t be trusted. She only took the APO job to watch him. Nadia realizes Syd hasn’t reconciled the past.

At APO, Sloane says that money was deposited into the account by Boris Tambor, an oil magnate who moonlights as an arms dealer. He’s currently in Monte Carlo. Jack says he sits at a high stakes poker table every night at 9. Their mission is to get into his suite, find out where he keeps the black Thorine and how he plans to move it.

Syd confides to Dixon that she may not be able to work with Sloane. Dixon says he dreams of his dead wife Diane every night; she tells him to do the right thing. That’s how he makes peace with Sloane — he doesn’t ignore the past, but he makes the right decision today.

As they shoot targets at a firing range, Syd tells Nadia that she needed to know her mother and so understands Nadia’s desire to know Sloane.

In Monte Carlo, Syd inserts a micro camera into the suite and gets a visual on Tambor, who’s watching a soccer match – not going to the gaming table. Nadia and Syd notice perfume, a purse, magazines. They realize he’s got a girlfriend. Deducing that the woman is bored, pissed off because she’s being ignored and sitting in the bar, they see their opening.
Dressed up to party, Nadia and Syd identify the girlfriend through her perfume. They befriend the woman; she takes them up to the room and past security. Syd clones his PDA hard drive while Nadia chats up Tambor.

In LA, Sloane is angry at them for taking risks. Syd gets indignant at what he deems “unacceptable.” Everywhere she looks, she says, she’s reminded of Francie and Danny. Marshall has broken the hard drive’s encryption and finds out that Tambor will sell the vial on his yacht, Argento, which is sailing in Turkish waters in the Black Sea. It’s stored in a safe within a safe in a cabin below deck. Marshall gives Syd a device that will allow her to read the safe’s combination through his clothes.

Jack lobbies for Sloane to allow Syd and Nadia to work together again. They swim to the yacht and sneak on board. Syd uses the combination reader while Tambor makes the deal. Sloane recognizes the buyer as Leo Orissa, the head of a Russian crime syndicate. Nadia opens the safe – revealing eight canisters of Black Thorine.

Orissa ambushes Tambor, whose girlfriend turns on him. Tambor is killed as Syd and Nadia escape to the water. Sloane tells Syd he has to trust him and advises her to go back on board. Confronting Orissa, Syd says she works for Arvin Sloane, which sends fear into the man. Syd catalogues Sloane’s depravity. Orissa offers up the location of the lab. Meanwhile, Nadia disposes of Orissa’s thugs. The lab, Orissa says, is in the Ukraine. Tambor’s girlfriend shoots Orissa and fights Syd. With an assist from Nadia, Syd kills her.

Nadia tells syd she’s always been alone. Now she’s glad to work on a team. Sloane assumes Syd wants a transfer. Syd says she will never forgive him. “I’ll see you tomorrow,” she says.

Before the team meets, Nadia gushes about Weiss to Syd while Weiss moons about Nadia to Vaughn. Sloane recuses himself from the upcoming mission because it involves an operative that he is not authorized to engage. He puts Jack in charge and leaves the briefing. Jack says the target is Syd’s old nemesis Anna Espinoza, a former K-Directorate Agent and Rambaldi follower, presumed to be dead. Intel indicates that Espinoza is to receive something from an associate, Milos Sabine, in Brussels. While reviewing the files, Nadia gets lightheaded and walks out. Syd, Dixon and Marshall are to observe the meet and bring her in if the opportunity exists.

At lunch with Nadia, Syd talks about past encounters with Anna. Nadia says she saw something awful when she was connected to Rambaldi last year — She had a vision that she and Syd were aiming guns at each other. She pulled the trigger and shot Syd, she says, who seemed to expect it.

Syd takes a call – it’s from Anna, who’s actually sitting behind Nadia. She kidnaps Nadia and demands that Syd pose as her in Brussels for the meeting with Sabine.

In Brussel, Sabine says he wants to get his money’s worth before he gives her the item. He tells Syd to kill Willem Karg, who’s in a hotel bar, photograph the body as evidence and bring back his right index finger. If she’s not back in 40 minutes, she won’t get the package.

Syd poses as a prostitute and lures Karg to go up to his room – where Vaughn and Dixon wait. They cut off his finger to save his life. She presents it to Sabine; he gives her the “last remaining sample.”

Anna has her thug Mr. Turner brand Nadia with the Rambaldi symbol.

Marshall identifies the sample as the Dante Compound, a rare putty that when mixed with V/X gas and other nerve agents, will mutates them. Marshall believes Anna works for the Cadmus Revolutionary Front, an offshoot of the Covenant. They’ve been trying to acquire the compound for a year to make a chemical bomb. He suggests they talk to Sark.

Sydney doesn’t think they should follow through on a plan to give Anna a replica of the Dante Compound because she may kill Nadia. Sloane says Anna won’t kill Nadia – he says it’s not her destiny. Syd realizes this is about Rambaldi. Jack agrees that Syd should meet with Anna.
They meet in a Beverly Hills boutique. Syd gives her the compound. Anna gives syd a remote car key and tells her to go to the 4th floor of a parking structure across the street. Anna threatens Syd, who starts a knock-down, drag-out brawl that ends in a virtual stalemate. Realizing that they’re getting nowhere, they make the exchange. Syd finds Nadia locked in a car trunk.

Vaughn visits Sark in the federal pen. Sark asks if he killed Lauren because of espionage or infidelity. Vaughn hits him and asks why the CRF has made repeated attempts to contact him. When Sark goes silent, Vaughn has him shipped to Alder Penitentiary, where he is to spend all his days in dark solitary confinement.

Syd returns with Nadia. The surgeon says they can fix the brand. Nadia relates Anna says that she and Syd will be torn apart. Syd explains that according to their mother, the outermarkings of the Rambaldi symbol are her two daughters, the center is the object over which they’ll do grave battle with each other. Only one of the daughters will survive. Syd says some of these predictions have come true, but that she doesn’t believe in it. The people who do, she says, are dangerous.

Jack injects Sark with a tracking device (and explosive) while he sleeps in prison. As Sark is transferred, the vehicle is attacked. – it’s a set-up. And a man helps Sark escape.

Syd hears chatter about a meeting between the CRF and an administrator of a Russian chemical facility named Vorich. Syd thinks Anna may be there. Jack tells her to take Nadia for surveillance only. If Vorich is there, he may have a sample of V/X. Sloane is afraid that if Syd and Nadia go on the mission together and Anna has her way, only one will return. Marshall tracks Sark to Johannesburg.

In Johannesburg, the team raids what they think is CRF headquarters, only to find Sark in an empty room guzzling champagne. He agrees to locate CRF leadership in return for something.

In Estonia, Nadia and Syd find Vorich, who’s quickly killed by Anna. Nadia battles Mr. Turner as Syd chases Anna. The dude falls on his knife, Nadia twists it until he reveals in his dying breath why the CRF is assembling the bomb. Syd think she’s cornered Anna, but it turns out to be Nadia. Anna then shoots Nadia in the back. She falls as the life ebbs from her.

A Man of His Word
Sloane and Syd watch over the injured Nadia, who remains stable in a medically-induced coma. Syd tells him that Anna has the bomb.

Sark is brought before Sloane, who asks him to retrieve that bomb. According to Sark, Ushek Sanko, the leader of the CRF, will take possession of the bomb from Anna Espinosa. Sark agrees to retrieve the bomb on the condition that he be allowed to view Lauren Reed’s body – and that Vaughn opens the coffin.

Lauren’s body is stored in a CIA mortuary lest her death become public knowledge. Vaughn opens the lid. Sark, studying her bullet wounds, deduces that Vaughn killed her.

Sloane tells Syd that, according to Rambaldi, Nadia can’t die by Anna’s hand. Anna sneaks into the hospital to assassinate Nadia, but Sloane secretly had her moved to a different room. Syd gives chase but Anna escapes through a window, using a firehose to break her fall.

Nadia is moved to the CIA sickbay. Sloane tells Jack to eliminate Anna. Marshall observing the security camera tape of Karg’s confession to Nadia, sees Anna observing from the shadows – which explains why she wants Nadia dead.

Vaughn and Syd take Sark to meet Sanko at a club in Venice. Syd impersonates Lauren in order to accompany Sark. She kisses Sark (biting him on the lip) to titillate Sanko. Before Sanko can reveal any info, Anna shoots and kills him. Syd handcuffs Sark to a railing while she and Vaughn look for Anna, who frees Sark and extracts the tracking device/explosive from his neck.

Over dinner, Anna tells Sark that she killed Sanko because he wouldn’t pay her enough for the bomb. She wants to contact a buyer, Michele Gignon, an arms dealer with whom Sark has a relationship, and suggests they form a partnership.

Jack makes the risky decision to inject Nadia with a counter-agent, waking her from the coma. He gleans the necessary info from her and passes it to Syd. The doctor recognizes the drug in Nadia’s system and tells Sloane.

When Sark and Anna meet Michele in Venice, Syd and Vaughn make their move. Vaughn recovers the bomb. Sark turns on Anna, and leaves her to Syd. They have another hand-to-hand showdown. This time, Syd slaps the cuffs on her, pistol-whipping her for good measure. Sark, however, escapes.

An angry Sloane confronts Jack about forcibly waking Nadia from the coma. Jack quotes Sloane, saying his orders were “to do what it takes.” He also refers to the prophecy, saying it wasn’t Nadia’s time. Nonetheless, Sloane says that Jack should have told him that he put his daughter at risk. Jack says Sloane puts Syd at risk every day. Their relationship appears severely damaged.

The Index
Sydney, Weiss and Nadia discuss Nadia’s upcoming birthday. Nadia doesn’t want to celebrate; she doesn’t even know when her real birthday is.

At the team briefing, Sloane tells them about the Blackwell Index, an encrypted disc once owned by the CIA that contains incriminating evidence against many government officials and corporate heads. The CIA was never able to crack it, and now the disc has been stolen. The team is to steal a Decoder disc housed in an evidence room in a Paris police precinct. Vaughn is passed over for the mission – he’s heading to Arizona to visit his comatose uncle.

Dixon approaches Syd, saying that he refuses to follow Sloane blindly and now double-checks all information – he’s even installed a wiretap in his office, and though the line is encrypted, he’s traced a call Sloane made to Miles Deveraux, a former Alliance agent. Dixon then goes to Director Chase, who says he needs more proof that Sloane is reforming The Alliance. Dixon asks for Syd’s help in decoding the conversations.

In the Arizona hospital, a nurse named Rosemary tells Vaughn that his uncle frequently spoke about Vaughn’s father, Bill. She gives Vaughn an envelope from the uncle, meant for Vaughn’s father. Later, Vaughn opens a locker in a Mesa bus station and finds a diary with entries dating to 1982. Bill Vaughn died in 1979.

Syd shows Dixon a mini-disc burner, created by Marshall, which will produce a corrupted copy of the Decoder Disc. They agree to give Sloane the phony copy.

In Paris, Sydney, who is dressed as an American punk, vandalizes Weiss’s vehicle in order to get arrested. Dixon arrives as Sydney’s lawyer and quickly shoots the guard with a tranquilizer.

Nadia remotely guides Syd to the evidence room of the police station. She finds the Decoder while Nadia scrambles the security camera. Sydney makes the corrupted copy and flees from the police. She races to the roof and leaps on to a helicopter piloted by Weiss.
At APO, Syd convinces Sloane to hold a dinner party for Nadia’s birthday. At the party, Syd gets a phone call from Dixon. She retreats to Sloane’s office and transmits Sloane’s decoded conversations with Devereux. The conversation revealed Sloane’s contact with Deveraux, and an implied reformation of SD-6. As Syd is about to leave, she sees Nadia standing before her. Nadia accuses Syd of using her but Syd enlightens her. Dixon, armed with the decoded conversations, convinces Director Chase that Sloane must be taken down.

In Brussels, Sydney, Nadia, Dixon and Chase observe Sloane as he enters an abandoned building. Inside, Deveraux presents the Blackwell Index, which is to be cracked using the decoder that Sloane now has, to a group of men.

Sydney, Dixon and Director Chase run into the building, leaving Nadia to wait for them in the car. As the three burst through the door, they find Sloane alone in a deserted room, with a laptop. They discover that Sloane is actually conducting surveillance as Jack meets with Alliance members. Syd realizes that Jack has the false Decoder just as Devereaux begins to doubt Jack. Nadia speeds to the meeting and arrives in time to takes out the Alliance members, saving Jack’s life.

Miles away, Vaughn tries to speak with his comatose uncle. “Is he still alive?” Vaughn asks. No answer. Vaughn asks the head nurse if he can speak to Rosemary. The nurse says nobody by that name works there.

Sloane, in his home office, inserts the Decoder Disc into his laptop, revealing the Blackwell Index. He then calls Jack and tells him it has everything they need — and more.

The Road Home
Disguised as a French woman, Sydney acquires a microchip from a contact named Thomas Connelly in a Paris restaurant. Before the deal goes down, an assassin shoots Thomas. Vaughn, watching from the shadows, prevents him from killing Syd. As Vaughn and Syd corner him, he slits his own throat with a knife.

In the APO office, Sloane tells Jack and Sydney that the information downloaded from the microchip reveals that a Biometric Targeting Device is being developed at a secure facility in Austria. If attached to a weapons system, this device could facilitate the targeting of an individual based only on a DNA sample or a biometric scan. It is the next generation’s sniper.

Sloane tells Sydney that the assassin worked for Sasha Korjev, a vicious arms dealer involved in developing the new targeting weapon. Sydney’s mission is to retrieve the Biometric device in Salzburg, Austria. Sloane gives Dixon the task of locating Korjev but Jack volunteers to do it himself.

Weiss suggests that Vaughn is mistaken in believing that his father, Bill Vaughn, is still alive. Vaughn swears it was his father’s handwriting in the diary. Weiss hands Vaughn a paper with the name Frank Murdoch, an ex-Special Forces man in San Diego whose shop is mentioned in Bill’s journal.

Jack later admits to Sloane that the CIA wants Korjev assassinated and he can get closer to him than Dixon can. Jack adds Korjev should’ve been eliminated years ago, when he “had the chance.”

In an Austrian club, Sydney befriends Sam, an American busboy, and uses his I.D. to get into the basement. She finds a status report revealing that the Biometric device has been moved and is scheduled to leave the country in the morning. The report also states that the device had been installed on a weapon.
A guard shoots at Sydney. She decks him and overhears on his walkie-talkie that the weapon is stored at the Delongpre shipping yard – and that the guards are now after Sam. After Marshall confirms that Sam is a civilian, Syd escapes with him. She leaves him with her Austrian contact so he can be put in a protection program.

In San Diego, Vaughn visits Frank, who shows him a photo taken with Bill in 1982. Frank says that Bill was ruthless enough to shoot him in the back, then smoke a cigarette over his bloody body before walking away. Vaughn later lies to Weiss, saying he never found Frank.

Sydney’s contact in Salzburg arrives with a stranger to pick up Sam, and she senses something’s not quite right. Realizing his betrayal, she pounds them senseless and reluctantly explains her mission to Sam. She asks for his help to get to the shipping yard.

In Angola, Jack meets Korjev, who wistfully remembers Jack as a mentor. Later, Korjev speaks of Jack’s betrayal. Jack says he was the one betrayed and garrots him.

At the shipping yard, Syd discovers that the weapon has been attached to an assault chopper. She tells Sam to wait in the van. Syd defeats the guards in combat and attempts to retrieve the weaponized mini-copter — but the system activates and locks on to her. As it fires, she runs through a maze of narrow aisles and crates.

While Sam waits, he’s wounded by a Korjev henchman. Syd tackles the gunman but the chopper locks on to her again. Sydney quickly uses the gunman as a human shield. The chopper, hovering closer, senses the corpse and, believing its mission is accomplished, settles on the landing pad.

Sydney arrives in the APO office in time to see Jack preparing to leave. As Jack mentions that he is planning to have dinner before heading home, Sydney asks if she could join him and they leave together.

The Orphan
It’s 1992. A man sneaks into a Buenos Aires orphanage in the middle of the night and tries to kidnap one of the girls. A young Nadia resists him and escapes.

Vaughn shares his father’s journal with Sydney. He asks her for access to the Operational Archives. Later, Vaughn decodes an address in Lisbon that may help reveal the mystery of his father’s life.

At APO, Sloane says that the Belorussian Institute of Science had developed a next gen optical component called the Amplifying Glass, which can boost a laser pulse. It can enable a CD player’s laser to shoot a plane from the sky or slice a tank in half. A Jakarta faction has employed Cesar Martinez, an Argentine resident, to acquire it for them. Nadia knows him – they were once partners in crime.

Nadia reports that Martinez is a freelancer, and he earned his reputation with the execution of former Argentine intelligence officer, Roberto Fox. Their mission is to outfox Martinez and obtain the Amplifying Glass at a party held in the Minsk Institute of Science. As the team leaves the room, Nadia admits to Sydney that she knows Martinez.

A blonde Sydney arrives at an elegant party in the Institute of Science. She charms an architect, whose Blackberry holds the building’s blue prints and project files. After scanning his PDA with Marshall’s help, Syd waits for Nadia, who has stolen a key from one of the scientists.

Later, Nadia spots Cesar Martinez. Nadia again flashes back to her teenage years. She’s crying in the corner of a jail cell. Roberto Fox recruits her to work in espionage for the government. Nadia consults the headmistress of the orphanage, who encourages her to take the job. At the party, gunmen open fire as Martinez follows Sydney’s path.
In the lab, Syd cracks the safe and retrieves the Amplifying Glass. When Martinez and his thugs enter, Syd surrenders the Glass. Martinez asks Sydney who she works for. Nadia arrives and says, “She works with me.” He spares their lives.

Back at APO, Sloane reprimands Nadia for not sharing her past regarding Martinez. Nadia insists she can get the Glass back from Martinez. She doesn’t tell them that she actually worked with Martinez under Roberto’s tutelage.

In Buenos Aires, Nadia sits at an outdoor restaurant while Sydney and Weiss observe from a van. Martinez arrives and agrees to sell the Glass to Nadia on the condition that she accompany him back to his office without backup. Nadia agrees despite Syd’s reservations.

Martinez asks Nadia if she still thinks about Roberto Fox. Nadia recalls finding her dying partner, who says that Roberto Fox is a criminal who had them steal government intelligence. Nadia thought she’d been working for the Argentine government.

Nadia admits to killing Fox and says she’d do it again. Martinez levels a gun at her. She hits him and turns the table, now aiming it at him. Sydney arrives with Weiss. Nadia tells them that the Amplifying Glass is in the safe and Weiss takes Martinez away. Sydney and Nadia embrace.

In Lisbon, Vaughn rings the door of the address mentioned in his father’s journal. The door opens to reveal Nadia’s headmistress at the orphanage! She says the only time she met Vaughn’s father was when he came to her, covered in blood with a baby in his arms — the baby was Nadia. Pressed for further details the headmistress says she heard his father mention one particular word during a phone conversation — “Nightingale.”

At an upscale nightclub in Havana, Cuba, Sydney invites a man to dance. It’s her informant, and he tells her that the Third Faction is planning a large-scale attack on a civilian target. He also tells Sydney where a hard drive containing more information could be found, which Dixon soon retrieves. They’re being watched, however.

As Syd travels to the airport, Vaughn, over the phone, promises her a slow dance. Suddenly, attackers shoot Syd’s driver and the car crashes.

Dixon arrives at APO with the hard drive. Since Marshall is late, another agent is tasked with the decryption. When the drive is plugged in it sprays a toxin in the office, causing Dixon to go into a seizure. He’s given an antidote and the office is locked down.

As Marshall arrives in the parking lot, he phones Sloane to tell him that the firewall networks are still secure. Sloane asks Marshall to stay on the line as they contact Sydney.

The ringing phone wakes Syd. To her horror, she realizes she’s been buried alive, the dead informant beside her. Jack advises her to stay calm — but that help won’t be coming for the next 36 hours while the office is locked down. Marshall volunteers to go to Cuba and track Sydney’s cell phone with a Radio Frequency locator.

While Dixon recuperates, Sloane tells the rest of the team that the Third Faction has enough toxin to infect an entire city. Despite their predicament, they must still discover the target city and prevent the Cyclosarin bomb from detonating.

Marshall arrives in Havana and creates his makeshift RF Locator. Sydney takes a photo of the dead informant and sends it through her phone to APO. Using the picture, the team links the dead man to Ulrich Kottor, a significant figure in the Third Faction, and the man who kidnapped Syd.
Syd’s phone dies as Marshall arrives at the cemetery. Marshall realizes there are too many fresh graves for him to search. He asks Vaughn to direct a satellite over his position and change the view to thermal, figuring it will pick up Syd’s body heat.

Marshall digs frantically, finally opening the coffin and finding Sydney unconscious. He performs CPR. After a few tense moments, she opens her eyes. An exhausted Marshall drops to the ground.

In the office, Sloane reports that they have acquired information about Ulrich. Since an attack is imminent, Sydney needs to get to Ulrich, find his hard drive and upload the contents to APO so they can stop the detonation. Sydney responds by saying that Ulrich knows her from Havana, and that they need to send someone else in: Marshall.

Syd advises Marshall on the spy game. Marshall, assuming an intimidating pose as Jack Bristow, walks inside Ulrich’s private room and commands his attention. He tells Ulrich that one of his men is betraying him. As his “cigarette case” scans Ulrich’s laptop, Vaughn reports from APO that they still can’t access the data, and that Marshall must go to the basement with Ulrich in order to force him to shut down the network firewall. As Marshall tries to subtly assemble the gun he brought, he accidentally shoots and kills Ulrich. He calls Syd for help.

From the APO office, Jack instructs Marshall to dig out one of Ulrich’s eyes. Sydney arrives and, using the eye, they bypass the retinal scan in the basement security system. Marshall then starts downloading from the hard drive and transmits intel to APO while Syd covers him. Later, Sloane reports that the Ministry of Security confirmed the seizure of the Cyclosarin bomb in downtown Hong Kong.

Sydney drops Marshall off at his house and he invites her in for dinner. A grateful Sydney refuses, saying that she needs to go the train station. At the station, Vaughn arrives. They slow dance in the middle of the train station, blissfully unaware of the bustling world around them

Vaughn wakes up from a nightmare. Troubled, he tells Sydney that they should stop pursuing his father’s past. Syd insists that they continue.

In a Siberian nuclear facility, two men lock an unconscious prisoner into a test chamber, while a scientist observes behind glass. When the prisoner wakes up, he realizes that he’s the subject of a gruesome experiment. His flesh melts and he dies screaming.

Jack agrees to Syd’s request for clearance on files relating to Vaughn’s father. Starting with one word – Nightingale – from Bill Vaughn’s journal, Syd discovers its connection to Dr. Josef Vlachko. She also finds that he’s currently working with Hans Dietrich, a money launderer involved in weapons sales who funneled over a million euros to an account labeled Nightingale. Syd presses on with the search.

A wary Sloane asks Jack how much Sydney and Vaughn know about Project Nightingale. Jack suggests that they tacitly let the pair continue the search.

In a rogue operation, Syd and Vaughn go to Dietrich’s beer hall in Munich. Dressed as a beer maid, Sydney charms Dietrich. Then they go back to his private office where she beats him and rips out the hard drive from his computer. As guards arrive, Syd and Vaughn fight their way out.

Back in Los Angeles, Vaughn secretly meets with a mysterious man named Roberts, who knows about their “trip” to Munich. Roberts says he’ll give Vaughn info about his father in exchange for the transformer coil from Project Nightingale. Vaughn agrees, though he doesn’t yet know what Nightingale is. Before he leaves, Roberts gives him his contact information and the name “Philip Burke” as a lead.

Jack invites Sydney out for dinner to learn more about their acquired intel. Sydney says that Vlachko is running Project Nightingale in an abandoned nuclear plant and using humans as test subjects for experiments. Jack tries to convince Sydney to bring this intel to APO.
Sloane tells Jack that due to Vlachko’s ties with Elena Derevko, he needs to send a strike team to Siberia. Jack says they should wait for Sydney to willfully bring this to APO. Once she does, Jack will join the mission so he can interrogate Vlachko without Syd and Vaughn’s knowledge. Sloane advises Jack to eliminate Vlachko because he can alert Elena about their agenda-or worse, talk to Sydney.

Vaughn tells Sydney about Philip Burke: he was killed the same day that Bill Vaughn was supposedly killed, and his dental records are identical to Bill Vaughn’s. Vaughn also says that he met with Roberts, who wants the transformer coil. Syd suggests they bring this operation to APO, then acquire the coil through a rogue countermission. After they report to APO, Jack says that he’ll join them in the retrieval of the transformer coil.

After infiltrating the Siberian nuclear facility, Jack shuts down security while Vaughn and Sydney run toward the test chamber. Sydney enters the chamber to retrieve the coil inside the nuclear reactor’s containment shield. A guard arrives and shoots at Vaughn, destroying the control panel in the process. Syd is trapped inside as the nuclear reactor starts counting down. After Vaughn’s failed attempts to stop the reactor, Marshall says another way to stop this is through the removal of fuel rods from the core.

Meanwhile, Jack finds and interrogates Vlachko. Upon hearing that Sydney’s life is in danger, Jack shoots Vlahcko and heads toward the nuclear core to remove the fuel rods. Marshall advises Jack against this as he tries his best to bypass the system.

Suddenly, the nuclear reactor shuts down. Syd walks out the chamber and hands the coil to Vaughn. After they kiss, Vaughn punches Sydney and runs away with the coil as Syd watches him go. Sydney then goes to Jack and tells him that Vaughn took the coil from her.

Jack and Sloane discuss Sydney and Vaughn’s deceit. Later, Marshall realizes that Jack shut down the reactor himself. Jack tells Marshall that his daughter’s life depended on it and demands that his actions remain a secret.

Dixon is shot by a masked gunman. The shooter approaches and takes off his mask, revealing … Vaughn.

Two days earlier, Vaughn meets a man named Roberts in a Paris cafe. Vaughn tells him that Roberts’ employer will only get the transformer coil if they give more information about Bill Vaughn first. Roberts calls his employer and has him speak to Vaughn. The voice says that since Vaughn didn’t follow their agreement, he must first complete an assignment. As instructed, Vaughn reaches under their table and opens an envelope containing surveillance pictures of Bill Vaughn, who, the voice confirms, is very much alive.

At a federal prison, Nadia visits Katya Derevko, who fondly recalls her childhood with Irina. Nadia refuses to talk about Syd, although Katya desperately wants to see her.

Concerned about Jack’s exposure to radiation in the last mission, Marshall secretly uses the oil from Jack’s fingerprints to create a sample that he sends to forensics for analysis. Later, Marshall learns that the results show a large-scale genetic mutation. He begs Jack to see a doctor.

Vaughn meets with a group of freelancers hired for the assignment. Roberts announces that they must steal a valuable item from an armored van – but first, they need a cold laser stored in a private hospital at Bordeaux. Vaughn and a team member infiltrate the hospital, first disguised as a couple needing medical attention, then as a doctor and a nurse. They successfully steal the laser.

After Nadia confesses to Sydney that she’s been visiting Katya to learn more about Irina, Syd warns Nadia and reveals that Irina had hired an assassin to kill her. An angry Syd storms off to see Katya in the hospital.

Syd tells Katya to stay away from Nadia. Katya says that she would never harm Syd, nor would Irina. Before her death, Katya says, Irina believed that someone was setting her up to make it appear that she was trying to have Sydney killed. Katya gives Syd a lead.
Roberts briefs his team about their assignment: stealing a Rimbaldi manuscript from a CIA convoy. An angry Vaughn confronts Roberts, declaring that he can’t betray his agency, and that if he did this, he can’t go back. Roberts responds by saying “like father like son,” and that his father was a bad guy himself.

Following Katya’s suggestion, Syd goes to a repair shop and brings home a music box. Syd realizes that the box’s flashing lights project a set of numbers, which Sydney researches in the CIA files. It leads to bank records containing payments to Syd’s would-be assassin – whose source has the name “A. Sloane.” Since it exonerates Irina, Syd shares this with Katya.

Vaughn and his partner infiltrate an armored van in the CIA convoy by burning a hole through the floor. Using the cold laser, they bypass security and secure the artifact. Vaughn runs out with his partner – but Dixon, who is part of the CIA convoy, chases them through a tunnel. Vaughn’s partner shoots Dixon and Dixon fires back. Instinctively, Vaughn shoots Dixon. As Dixon slumps to the ground, Vaughn peels off his mask, realizing what he’s done.

Vaughn meets Roberts at a warehouse and beats him silly. He demands the truth. Roberts admits that Bill Vaughn is dead, and that the journals and pictures were a set up. He says that he works for Sloane.

Vaughn arrives at Syd’s apartment and they embrace. Vaughn says his father had been dead all along, and that he realized that the father he knew would never have walked away from the people he loved. Vaughn tells Sydney that Sloane was behind this.

In Santiago, Chile, a frustrated agent reports to his boss that Roberts failed and the manuscript has not been recovered – he calls his boss “Mr. Sloane.” This Sloane, who resembles Arvin Sloane, tells him that everything should proceed as planned.

Another Mister Sloane
In Krakow, Poland, men posing as airport guards abduct Professor Sinclair, a nuclear physicist. She wakes up bound in a dark room and is greeted by Arvin Sloane. Actually, it’s not Sloane but an impersonator.

Sydney and Vaughn meet with Jack. They tell him about the elaborate conspiracy behind Vaughn’s search for his father. Syd adds that she also believes that Sloane was behind the recent attempt on her life. When Syd suggests they notify the agency, Jack says he will handle it.

Jack corners Sloane, who calmly denies his involvement and points out his lack of motive. They conclude that someone is setting Sloane up.

The Sloane impersonator (Sloane 2) shows a Rambaldi manuscript to Sinclair, saying that he needs her expertise. Sinclair says that she needs a transformer coil for this experiment to work and Sloane 2 tells her that she needs to find another way. He has his man Carter torture her.

In the APO office, Jack tells Syd and Vaughn that Sloane is not behind these conspiracies. They then use a handcuffed Roberts to confirm that APO’s Sloane is not the man who hired him. Sloane orders the team to find the phony and they persuade Roberts to meet with Carter about the transformer coil.

With the APO team undercover, Roberts walks in a hotel lobby carrying the transformer coil in a secure case. Vaughn tells Roberts that when Carter comes, they’ll move in and make the arrest. A man approaches Roberts, saying he’s there to make the swap – but the exchange should take place in the penthouse. Though concerned that it wasn’t Carter, Roberts complies.
As Roberts rides a glass elevator up to the penthouse, Syd sees Sloane 2 on his way down in another elevator. She reports it to Sloane, who predicts that Sloane 2 will cut the cable. As soon as he says this, Roberts’ elevator crashes to the ground. Carter retrieves the coil, which he hands to Sloane 2.

At the APO office, Sloane suggests excusing himself from this mission since it concerns his past obsession, Syd urges him to stay so they can anticipate Sloane 2’s next move.

After leafing through a Rambaldi manuscript under close surveillance, Sloane tells the team that Sloane 2 is constructing an energy source that requires the transformer coil. To do it, a nuclear physicist specializing in quantum electrodynamics is needed, and Jack adds that Dr. Sinclair, who fits the bill, disappeared last week. Sloane further states that the experiment needs Zanthium 242 to be successful. He calls a Sicilian contact who trades illicit chemicals and confirms that an “Arvin Sloane” ordered a large amount of Zanthium, to be shipped the next morning. Sloane travels to Sicily to intercept the shipment and find out where it’s headed.

Disguised as delivery agents, Sloane and the team arrive at Sloane 2’s facility in Chile. The team splits up with Sydney and Sloane going to the lab; while Vaughn, Weiss and Nadia attempt to rescue Sinclair.

Sloane helps Sydney break into the lab, where they recognize the Rambaldi energy source, a rotating red ball hovering over magnets. Just then, Vaughn radios to say that Sloane 2 and his henchmen escaped with Sinclair and are heading her way.

Sydney battles the thugs as Sinclair hides and Sloane 2 escapes. Carter arrives at the lab and mistakes the real Sloane for his employer. Sloane shoots him in the kneecap and demands to know what’s going on. Carter babbles about immortality, to which Sloane replies that Rambaldi’s secrets would never be revealed to such a fool. Sloane beats him silly.

Nadia arrives at the lab, sees the Rambaldi experiment before her. She also sees the darker side of Sloane – enraged and blood-spattered. He turns to Nadia and says quietly, “It’s all over now.”

A Clean Conscience
The APO team watches footage of an explosion at the Indonesian embassy in Copenhagen that killed 15 people, the work of terrorists headed by Milos Kradic. Sloane says that an agent named Thomas Raimes is undercover within the organization. Although Raimes warned Langley of the attack, he failed to prevent the blast or follow up with his handler. They speculate that Raimes might have been caught or killed.

Sloane tasks Dixon and Vaughn with capturing Kradic. He asks Sydney and Jack to run operations, though they have yet to find out Kradic’s motives.

Sophia, the headmistress who took care of Nadia in the orphanage, phones to say she’s coming to L.A. When Syd and Nadia meet her at the airport, she’s wheelchair-bound and covered with bruises.

Sophia tells Nadia that she was attacked in her home and doesn’t know why. Sloane comforts her, clasping her hand. Later, he peels off a thin layer of latex from his own hand and has Marshall check Sophia’s fingerprints. Sophia gives Nadia a necklace reminding her of their past.

Jack receives treatment for his radiation poisoning. His doctor, Atticus Liddell, warns him of side effects and advises him to make peace with Syd – because the end may not be far off.

In Amsterdam, Dixon tells Vaughn that he’s previously worked with Raimes. They corner Raimes in a club and ask why he didn’t stop the bombing. Raimes says that the 15 civilian deaths were necessary in order to find out what Kradic wanted — Hydrosek, a water-based weapon developed by Indonesia that could wipe out entire eco-systems and kill half a million people.

Dixon and Vaughn inform APO that Kradic bombed the embassy as cover for the intel theft. Since embassy protocol dictates that when a bomb goes off, all confidential intelligence goes to offsite servers, the recent explosion triggered these protocols. APO concludes that Kradic must’ve intercepted the outgoing data, which includes the location of Hydrosek, and he is now forming a team to steal it from Indonesians.

Raimes says their only option is to make Kradic lead them to the weapon. Dixon agrees, and when Raimes says that Kradic is about to meet Halsey, a hacker he’s hiring for the first time, Dixon suggests switching the hacker with an agent. After they nab Halsey, Dixon approaches Kradic in the club and convinces him that he’s the hacker.
Sloane approaches Sophia and demands to know why she really came. He says that he knows about the man she killed. Sophia says the man was a danger to the girls in the orphanage. She also adds that she wanted to protect Nadia, so she changed Nadia’s last name -and that her attackers in Lisbon were really after this information. Sloane reveals that he knows who’s after her.

In the office, Jack tells Sydney that the embassy transmission Kradic had intercepted came from a network tap that they can still access. When Syd leaves the room to look for Marshall, Jack scratches and probes his palm and finds a computer chip stored in an embedded capsule.

Jack sees Dr. Liddell who tells him that this device regulates his medication, and that the procedure was explained to him. As Jack says he cannot recall this, the doctor reminds him that memory loss is a side effect and admits that Jack’s condition is progressing quicker than expected.

Syd reports that Marshall located Hydrosek in a manufacturing plant in Peru. Unfortunately, Kradic beat them to it. They decide that the best course of action is to keep Dixon in play.

Dixon tells Raimes that the embassy deaths were unacceptable. When Raimes says that they were collateral damage and that Dixon has gotten soft, Dixon explains that his wife was accidentally killed during a mission.

As Kradic, his team, Raimes and Dixon approach a plane, one of Kradic’s men intercepts a communication from a lurker with Coke-bottle glasses, regarding Dixon’s embedded status. Knowing now that one of them is an agent, he orders his men to kill them both.

Raimes punches a thug, grabs a gun and shoots the others as he’s wounded. Dixon, still keeping his cover, pretends to turn against Raimes – who is sacrificing himself for the mission to continue. Knowing that Vaughn is on standby to save Raimes, Dixon shoots Raimes and boards the plane with Kradic.

Jack takes Sydney in a room with Sloane and Nadia, and the men tell their daughters about info they’ve gathered about Elena Derevko. Elena disappeared 30 years ago, Sloane says, and she has been surveilling them for a decade. In fact, she might be responsible for the attack on Sophia. Her motives and location are unknown but they’re doing everything they can to find out.

Unbeknownst to Nadia, the necklace she’s wearing – the gift from Sophia — transmits this conversation to … Sophia. She contacts Coke-bottle glasses and tells him that she’ll contact him once she has Kradic’s final destination. He responds by saying, “I won’t let you down, Elena.”

Posing as a waitress at a Vienna club, Sydney serves drinks to Kradic’s crew, which includes an undercover Dixon. Syd reports to APO that she overheard Kradic tell Dixon that the Hydrosek will arrive soon. Sloane realizes that Jack did not arrive that morning.

The lurker – call him Coke-Bottle Glasses – has followed Kradic from Amsterdam and begins planting explosives in the club. Vaughn, observing by the bar, sees two suited men carrying a briefcase containing the Hydrosek.

Coke-Bottle Glasses (CBG) puts a glass down on Sydney’s tray. Realizing that it’s a bomb, she throws it to an empty corner, where it explodes. CBG detonates another bomb and, as the crowd panics, he grabs the briefcase and heads toward the exit.
Syd tackles CBG and they exchange blows as the Hydrosek case skids across the floor. He escapes. Dixon shoots a thug about to kill Vaughn as he goes after the briefcase. Kradic gets to the briefcase first and runs.

Dixon and Vaughn follow Kradic into the basement. Cornered, Kradic threatens to drop the Hydrosek in the filtration grate of the city’s drinking water. Dixon pretends to lower his gun, then shoots Kradic.

After learning of CBG’s failure to steal the Hydrosek, Sophia invites Nadia and Weiss over for dinner. Upon their arrival, Sophia takes Nadia’s belongings – which include a laptop – to a back room. CBG emerges from the shadows and hacks into the laptop, gaining access to APO files.

At APO, Syd tells Vaughn that she hasn’t seen her father in two days. They go to his apartment and find a notebook with recent records of Jack’s vitals. Inside the bathroom, they find containers of medication and blood-soaked bandages in the trash can.

Jack visits Dr. Liddell, who says that years ago during an experiment he discovered that a lethal dose of an alkylating agent cured a few genetically mutated rats –but 84 percent died. Despite Dr. Liddell’s warnings, Jack acquires the lethal chemical.

Based on the meds she saw at Jack’s place, Syd asks Marshall to research cures for radiation sickness. Marshall reveals that Jack got sick when he removed the fuel rods in a radioactive lab in order to save Sydney. Marshall adds that there is no cure
Sloane tells the team that Jack needs help and Syd adds no area hospitals have any record of his admittance. She says Jack’s mental capabilities might be impaired at the moment and someone might be preying on him, promising a cure.

Jack returns to Liddell’s office. Meanwhile, the APO team locates Jack’s car in a seedy neighborhood. Syd and Vaughn drive to the location and arrive at an abandoned building, where they find Jack on a bed in the middle of a big empty room. He injects himself and begins convulsing.

At the APO office, Vaughn explains to Sloane that Jack thought he had a cure, and unfortunately, Jack’s condition is irreversible after 72 hours. Vaughn also mentions that Jack has been suffering from hallucinations and woke up briefly to look for a “Dr. Liddell.” Sloane tells the team that 25 years ago, Liddell developed a thesis on the treatment of genetic mutations. He went to the Soviet Union in 1981 to spy for the US. When his cover was blown, Jack’s extracted him and gave him a new identity. Only Jack knows where Liddell is.

Jack wakes up and talks to Sydney, referring to her as “Laura,” Irina’s cover name. Sloane suggests using these hallucinations to convince Jack that he’s living in ’81 — specifically, the day he extracted Liddell from Russia. He proposes recreating Jack’s surroundings to guide his delusions and make him reveal where the actual Liddell is located.

Looking like Irina, Sydney enters a room built to resemble her old house. As the team observes, Jack responds to the scenario. Vaughn calls, pretending to be Jack’s handler, and asks what arrangements he needs to make for Liddell. Jack reveals where Liddell should go — in code.

Believing that Syd is his wife, Jack tells her that he needs to leave town and help Liddell get a new identity in Finland. Jack continues on about his deep regret of missing Sydney’s birthday and his lack of involvement in her life. Syd listens, deeply touched.

Marshall asks Nadia why she requested that the Hydrosek be moved. Realizing that someone has hacked into the system, Nadia and Weiss go to the facility where the Hydrosek is stored and find that it’s been stolen. CBG lies dead in front of the vault.

Syd finds Dr. Liddell in Helsinki. He accompanies her back to APO and sees Jack, who asks if he’s cured yet. Liddell answers, “Not yet… but I’m going to make you better.”

In Dreams…
Sloane’s impostor (Sloane 2) arrives at an Italian monastery to discuss with Father Kampinski his experiments on breeding the aggression out of bees. As Kampinski shows him a supposedly extinct orchid mentioned in Rambaldi’s Vespertine papers, Sloane 2 offers 50 million dollars in exchange for a cutting and the text. Denied, Sloane 2 has an accomplice trigger Rambaldi’s Mueller Device, which causes the bees to attack and sting the monks to death.

Sloane informs the team of the orchid theft and orders them to recover the orchid and find the impostor. Marshall says that this orchid has properties that heighten receptivity. Privately, Jack confronts Sloane, blaming him for this predicament.

The team sets a trap for Sloane 2, bringing him out by pretending to put the Vespertine text up for auction in Paris. Via surveillance, Dixon and Vaughn chase a man attempting to steal the papers. They stop a delivery truck. In the back, they find Sloane 2.

During questioning, Sloane 2 invites Syd to work with him. He proposes eliminating the world’s bad guys and fostering harmonic coexistence by administering the orchid extract to the general population via drinking water.

Marshall points out that Sloane 2’s brain patterns are identical to Sloane. He also recalls working on an SD-6 program for brain imprinting that Jack says was run by Calvin McCullough, a senior partner in SD-6. Project Brainstorm’s purpose was to explore experimental technologies for interrogation, brainwashing and transferring memories. They conclude that finding McCullough will lead them to the orchid.

Vaughn and Dixon approach McCullough in Buenos Aires. He admits that he made Sloane 2 believe that he is Arvin Sloane, but that Sloane 2 double-crossed him and kept the orchid for himself. As he calmly adds a packet of cyanide to his coffee, he declares that his employer wouldn’t let him be interrogated. He drinks up and dies.
Sloane confesses that through Omnifam he contaminated the drinking water of 400 million people worldwide as the first phase of creating a more peaceful species of human. The second phase, based on Rambaldi’s teachings, was to introduce the orchid’s nectar into the water supply. But without the orchid, Sloane’s attempts at duplicating the formula failed. Now that Sloane 2 has the orchid, however, he has only to drop the nectar into the water supply to bring the affected people under his control.

Marshall tells the team that Sloane 2 was created from Sloane’s own brain scans. He postulates that the Sloane clone won’t reveal the orchid’s location unless he stops believing that he’s Arvin Sloane. The only way to do this, he says, is to shock Sloane’s personality out of him using a traumatic memory. In order to present the most vivid memory, Sloane must relive the past.

Jack hypnotizes Sloane and guides him through his memory. Sloane’s sees his pregnant wife Emily and they decide that their daughter will be named Jacquelyn. They are devastated when Jacquelyn dies shortly after birth.

They upload this painful memory to Sloane 2, who suddenly reveals that he’s a prisoner of war named Ned Bolger. He says that the orchid is located in Switzerland. Shortly thereafter, he switches back to the Sloane 2 personality and breaks down.

Sloane refuses to wake up, preferring to alter his memory and live on happily with Emily and a healthy Jacquelyn. Forcing him awake, Marshall says, may kill him. Nadia nonetheless wants to get him back. She gently tells Sloane that he can’t stay in his dream because his must undo what he’s set in motion. When Sloane admits that he’s ashamed of his past, Nadia says she believes that he can redeem himself.

Sloane awakens and Nadia embraces him. Alone with Jack, Sloane reveals that Rambaldi meant nothing to him until after Jacquelyn died, when he used the writings to fill the hole in his heart. Seeing Ned showed him how much of himself he had lost. He promises to rectify his misdeeds, though every day is a struggle.

The Descent
A tactical group infiltrates the DSR and steals the Rambaldi artifacts. Meanwhile, Sophia says goodbye to Nadia and Sydney, telling them that the Lisbon police confirmed that it is safe for her to go back home.

In the APO office, Vaughn plans to propose to Sydney and asks for Jack’s blessing. As Jack begins to express his disapproval, a team of CIA agents arrive in the office with a search warrant.

Director Chase looks for Nadia in Syd’s apartment. When Nadia confirms that she is the only one who has access to her laptop, Chase accuses her of overwriting the DSR security system by deactivating the alarms. Just then, an agent finds the bugged necklace that Sophia gave to Nadia.

Jack and Sloane arrive at the apartment. They then realize that Sophia must be the reason why several missions have been compromised. Jack postulates that Sophia is Elena Derevko, who unfortunately, had found them first. He points out that the string of orchestrated events — Bill Vaughn’s journal and Sloane’s clone — were her handiwork. Sloane adds that they can’t let her assemble the Rambaldi artifacts. Later, Sloane tells Nadia that Elena will go to Lazlo Drake with the Rambaldi pieces.

Nadia flashes back to a year earlier in China, where she and Sloane met Drake. Sloane explains that Drake discovered a manuscript – a template describing how Rambaldi’s artifacts should be assembled, bringing forth the final prophecy. Drake is taken with Nadia, but he refuses to share information since Sloane is still missing one artifact: the Sphere of Life. He says that Nadia is the only one who can retrieve the Sphere.

They then go to an underground cave in Sienna, where Sloane asks Nadia to obtain the Sphere in a box perched on a podium that is surrounded by stained glass floors. Nadia carefully walks on the creaking glass and opens the box. As she touches the Sphere, she sees a vision of destruction and refuses to bring the Sphere to her father. Sloane calls her a coward and attempts to walk across the glass floor by himself. The floor shatters and he falls through, impaling him. Nadia nurses him back to health.
In the present, Sloane tells the team about Drake and adds that in Elena’s hands, Rambaldi’s endgame is apocalypse. They attempt to locate Drake, who has been in hiding with the aid of Grayson Wells – a billionaire who financed Drake’s earlier Rambaldi research. Sloane tasks the team to approach Wells, and says he will talk to Drake himself.

At Cannes, Sydney poses as a spoiled heiress in a jewelry store and brushes past Wells. She pretends to purchase a bracelet and charms Wells into putting it on her wrist. As Wells sees a Rambaldi mark on Sydney’s hand similar to his, he offers to buy the bracelet for her. Later, Wells now tied to a chair, Sydney phones Sloane with the location.

Syd meets Sloane in Mexico. When she expresses her suspicions, Sloane tells her that he would never do anything to hurt Nadia. They approach a trailer; Drake lies dead inside. Syd finds a surveillance video recorded from a hidden camera, revealing Elena chatting with Drake. Before Sydney can listen to their conversation, Sloane stabs her with a tranquilizer and heads out to Elena’s office.

Jack arrives in Katya’s jail cell and demands to know Elena’s operations. In response, Katya asks for a full pardon and immediate release. When Jack says he’ll do everything he can, Katya reveals that Elena has been acquiring artifacts for several years through her front — The Covenant. Katya says she can help him find her, but it is only Irina who can stop Elena from acting on her end game. Jack, if you recall, murdered Irina.

Finding out that Elena is in an industrial facility in Prague, Syd, Nadia and Dixon prepare to infiltrate. Dixon arrives at a loading dock and watches the guards put a prisoner in the van. Sloane emerges from the shadows and points a gun at Dixon. He asks for Dixon’s trust and tells him to get out of there. Suddenly, Dixon is shot from behind by Elena and Sloane looks at Dixon regretfully before leaving.

At the hospital, Syd and Jack observe as Director Chase cares for Dixon. Jack admits that he lost sight of the one thing he knew to be true — that Sydney’s mother, Irina, would never hurt Sydney.

Jack crosses paths with Vaughn in an elevator. He says that if Vaughn honestly believes that he can make Sydney happy, then Vaughn has his blessing.

Dixon regains consciousness and talks to Nadia and Sydney. He tells them that he saw a shackled prisoner at the loading dock: Irina Derevko

Search and Rescue
Jack regretfully recalls the time he shot Irina in Vienna, under the belief that she was responsible for putting a hit on Sydney. Syd arrives in the office and tells Jack that Dixon, who claims that he saw Irina, could be delusional. Jack says that he killed a woman he believed to be Irina, and reminds Sydney of the doubling technology of the Helix Protocol.

Marshall bursts into Jack’s office and reports that they found Elena’s associate, Lucien Nisard, who worked with The Covenant. Jack tells Marshall to check the Blackwell Index via Sloane’s computer.

Suddenly, TV screens in the APO office display news reports about Sovogda, a Russian city in chaos. Marshall then receives a video feed from a hacker in Moscow, showing raw footage of anarchy. The footage reveals a giant red ball hovering in the sky – Rambaldi’s Mueller Device.

The team believes that Sloane and Elena have activated the Rambaldi device in Sovogda, which resulted in unbridled aggression in its citizens. They conclude that the city’s contaminated water supply combined with the chemical properties of the orchid made the residents susceptible to the Mueller device. The only solution is to disarm the device properly — and Irina Derevko, who is being held prisoner by her sister, is the only one who can do it. They need to force Lucien Nisard to reveal her location.

Vaughn comforts Sydney and tells her that they’re going to get through this. As he was about to bring out the ring and propose, Marshall arrives and says that it’s time to leave.

They arrive at a dance club in Ibiza, where Sydney goes in with Vaughn and spots Nisard. Syd and Vaughn make out — and as Syd makes eye contact with Nisard, she invites him to join them. They go to the bathroom where Sydney and Vaughn transmit his PDA contents to Marshall. When they find that the Helix Protocol is mentioned, Syd dunks his head in the toilet and asks about Irina. Nisard confesses that Elena doubled Irina and confirms that the real Irina Derevko is in Guatemala
When Syd and Nadia arrive in Tikal, Guatemala, Jack guides them via a satellite layout of the camp until they locate an underground cell. They open the hatch, finding Irina.

“I knew you’d come,” Irina tells Sydney, and they escape. As guards chase them, Sydney walks into a trap and is strung upside-down. Irina rescues Sydney while Nadia holds the guards off. They run to escape as more guards arrive. Syd throws a grenade at them and, along with Irina and Nadia, escapes on a raft.

On the plane, they tell Irina that Elena and Sloane have enacted their plan. Irina shares that she found a Rambaldi manuscript – Il Diluvio – which revealed Rambaldi’s desire for a complete cleansing through apocalypse. Though Irina destroyed the manuscript, Elena tortured her to get the info, forcing her into dozens of cardiac arrests. Irina admits that she finally broke and told Elena everything. Now, they must go to Sovogda and stop them before they move to another city.

Irina breaks down when she realizes who Nadia is. Later, as they look over a map, they agree that Sloane and Elena must be somewhere in Sovogda but safe from the Mueller device. Suddenly, Jack gets a call from the pilot, and their plane is diverted by official orders from Langley.

As they land, police cars arrive and arrest Irina, who is still a fugitive. Syd goes to Director Chase and argues that Irina is the only one who can help them. Chase says the matter will be resolved in a few hours by a Russian air strike. Syd points out that this will release toxins in the atmosphere and results will be catastrophic. She begs Chase to trust her.

As the team prepares to parachute into Sovogda, Vaughn pulls Sydney aside and says that he wants to spend the rest of his life with her. He gives her the ring and asks her to marry him. Overwhelmed and delighted, Sydney kisses him and tells him to ask her again on the beach.

The plane’s rear door opens and Irina, Jack, Vaughn, Nadia and Sydney jump out

Before the Flood
Jack, Irina, Nadia, Vaughn and Sydney land in the city of Sovogda. They walk through a deserted street littered with corpses and burning cars. As they wait for the Department of Special Research team, they speak to Marshall and Weiss, who report that Director Chase is trying to convince the Russians to call off the air strike.

At APO, Marshall and Weiss use the Blackwell Index to blackmail a Russian minister into giving them the access code to a Russian satellite. They soon discover that Elena is uplinking to the Russian network.

Syd follows a DSR signal, which leads to a severed arm. Suddenly, a CIA agent named Brodien emerges from the shadows and tells them that his DSR team was ambushed by the infected mob, which has left thousands dead. He reminds them that the Rambaldi device is broadcasting a subaudible frequency that physiologically alters people who drink the water. The symptoms, he says, are irreversible.

He also says the epicenter is located over the Oransky building, and that while he has taken out the city’s power grid, the device is still running. Irina suggests that it has been modified to run using an internal energy source. They decide to take the subway, as it is the quickest way to the building.

Elena learns of the APO team’s arrival. When Sloane volunteers to lead the assault team, Elena tells him to bring Nadia back and give her the option to join them.

As the APO team approaches the subway tunnel, an infected man impales Brodien with a rod. As Jack, Vaughn and Irina try to start the train’s emergency battery system, Syd and Nadia go inside the train’s switching room to force the train to stop at the Oransky building. Irina urges Vaughn to tell Syd “the truth.” Syd tells Nadia that Vaughn asked her to marry him. Nadia and Sydney split up to manually adjust the switches.

Sydney returns to the train first while Nadia, down the tracks, flips the switch. The train rolls down the tracks as a mob chases Nadia. Jack refuses to stop the train because if he does, it won’t start again. Sydney stretches to pull Nadia to the train but she’s tackled by an infected madman. Irina tells Syd that Nadia is still alive.

Sloane kills Elena’s men and waits at the station. He tells them that Elena has primed the world’s drinking water. As Syd voices her suspicions, Sloane says he allied himself with Elena to put an end to this himself, but Elena built in a security device that Sloane couldn’t crack. Jack punches Sloane and takes control of the team.

Marshall reports that Elena is going to use the Russian satellite to distribute the Rambaldi frequency worldwide. Once it goes online, the Rambaldi signal will be broadcast and everyone will be infected. Irina says they need to shut down the device from the roof of the building
Jack tells Sloane to take them to Elena. Sloane cautions that once they disable the device, the toxins will dissipate in the atmosphere and the person who disarms it will only have a few seconds to run. When Irina insists that she can cut the wire and reverse ionization, Sloane reveals that Elena had changed the wiring scheme as a fail-safe. Irina orders him to take her to Elena so she can force her to reveal information while Syd disarms the bomb.

Nadia fends off the mob and wanders the streets. She approaches a wounded man who surprisingly holds a gun to her head and takes her to Elena. When she refuses to join Elena, Elena injects her with the contaminated water.

Before Syd heads out to the rooftop to disarm the bomb, she turns to Vaughn and says, “Just in case: yes, I’m gonna marry you.” She wears his ring and hops into the elevator.

Marshall tries to connect to the satellite. Weiss says the President and his Cabinet are being evacuated to secret bunkers.

Sloane arrives with Vaughn, Irina and Jack. Vaughn searches for the relay room. They strap Elena to a chair.

Sydney reaches the rooftop and opens a hatch that revealed hundreds of interwoven wires. Nadia, now infected by the device, walks toward Sydney. Jack and Irina urge a reluctant Syd to take her out. The sisters battle. Vaughn blows the relay but nothing happens. Irina tells him to get to the roof. Sydney knocks Nadia out and chains her up.

Vaughn arrives on the roof and realizes that Sloane is not there. Meanwhile, Irina guides Sydney in disarming the device. Irina gives her sister a chance to help them as Jack gets ready to torture Elena. When Jack pierces her with a syringe, Elena yells that Sydney should cut the white wire. Irina shoots Elena in the head and tells Syd to cut the blue wire instead and run fast — she only has 15 seconds.

Sydney is about to cut the wire when Nadia strangles her from behind with the chain. As Sydney starts to suffocate, Sloane arrives and shoots Nadia. Syd sees Vaughn and tells him to take the wounded Nadia with them. Syd then cuts the blue wire and runs away as the device starts to fall apart. They race inside the quaking building and sprints toward a shelter — they have just saved the world.

Jack advises Irina, who is wanted by the CIA, to disappear. They kiss. Irina tells Syd that she’s proud of her. She says that Syd may not see her on her wedding day, but she’ll see Syd.

Later, Syd visits Sloane in a jail cell, tells him that Nadia is stable, but they’re still trying to find an antidote. The Russian military executed all survivors to support their claim that it was a chemical explosion. Sydney has arranged for Sloane to see Nadia. She believes he was trying to do the right thing. Sloane thanks her.

Driving in Santa Barbara, Syd suggests to Vaughn that they blow off the big wedding and elope. After professing their love, Vaughn reveals that that he was a bad guy before they met. He continues to say that to begin with, his name is not Michael Vaughn. Before Sydney can react, a car collides with theirs.

Season Five

Profit Five
Sydney regains consciousness after the car crash and instinctively suspects the motives of the paramedics. When a man tries to inject her with a tranquilizer, she swipes his hand away and eludes the other “medics.” Hiding in a cornfield, she sees Vaughn airlifted by an unmarked helicopter.

Later, as doctors evaluate Syd, she meets Gordon Dean from the Office of Special Investigations, who grills her about Vaughn’s whereabouts and activities. Jack explains that Vaughn is a suspected double agent, and the car crash was actually an extraction.

A bloodied Vaughn, referred to as Mr. Michaux, is given a strip of paper with coded numbers. When Vaughn denies knowing anything about the cryptic sheet, a man named Curtis threatens to cut “the girl’s finger off.” Vaughn agrees to cooperate and asks for a pencil.

Before Vaughn can writer, however, he asks to have his dislocated shoulder popped into place. When Curtis accommodates him, he punches Curtis and makes his escape. He contacts Sydney and asks her to trust him — and to bring his father’s watch when they rendezvous.

At APO Dixon tells a troubled Syd to give Vaughn the benefit of the doubt – as Dixon did for her years ago when he first realized that they worked for SD-6. Meanwhile, Gordon Dean instructs Marshall to pull Vaughn’s files.

When Sydney arrives in Rome, Vaughn explains that his real name is Andre Michaux and his father was a mathematician involved with a top-secret project called “Prophet Five.” He gleaned this info seven years ago from a woman named Renee Rienne and has been working with her since.

They meet James Lehman, a friend of Vaughn’s father. Lehman explains that brilliant scientists and linguists were recruited for Prophet Five in the 70’s and were asked to break the code of a 500 year-old document on advanced genetics. After this group succeeded, its members were systematically murdered. As precaution, Vaughn’s father changed his identity, as did Lehman. He warns that the murderers are relentless. He tells them the location of a book containing more Prophet Five intel.
In Cape Town, South Africa, Sydney and Vaughn, posing as a French couple attending a party at a mansion, try unsuccessfully to steal the book from the home’s vault. As they run towards a cliff, Sydney receives a phone call from her doctor, who tells her that she’s pregnant. Sydney shares the good news with Vaughn, who has a muted reaction. They jump.

Meanwhile, Sloane combs through medical journals in jail, desperately trying to find a cure for Nadia, who is still in a coma after being subjected to Rambaldi’s device. He denies knowing anything about Vaughn’s treachery to Jack, but says that Renee Rienne, an ex-CIA agent, could be a possible lead.

As Sydney and Vaughn sit in a car waiting for Lehman, they talk about her pregnancy. Vaughn says his initial hesitation was because of the complicated world they live in, but he can’t wait to be a father. Seeing Lehman in the distance, Vaughn jumps out. Suddenly another car drives by — Gordon Dean steps out and fires at Lehman and Vaughn. They drop in a hail of bullets.

Waiting in the ICU, Syd tells Jack she’s going to stand by Vaughn. As Jack reprimands her, Sydney reveals her pregnancy. Jack softens. Later, he goes to APO and instructs the team to research Prophet Five and retrieve the records in Cape Town.

Later, as Syd watches over Vaughn, he flat-lines. Syd is frantic as the doctors work on him to no avail. He slips away.

After Vaughn’s funeral, Syd travels to shady London bar, where she speaks to the bartender. After an initial denial, the bartender admits she’s Renee Rienne.

At the seedy London bar, Renee tells Sydney that the people who killed Vaughn own the bar that she is working in, and they have an Operations Center downstairs. Renee adds that since Sydney had blown Renee’s cover by being there, she might as well get what data she can from the servers below. Sydney insisted on joining her.

Sydney and Renee breach the underground Communications Center. They battle with the guards in an unsuccessful attempt to recover data from the self-destructing computers. Sydney grabs a video surveillance hard drive behind a panel and they escape. In spite of Renee’s hesitation, Sydney convinces her to accept a phone so they can be in touch. Syd the goes to Marshall to help her gather intel from the hard drive they had stolen.

Syd meets with her obstetrician for her first ultrasound. Sydney sees her baby for the first time and gets emotional, especially after realizing that she is on her own.

In the APO office, the team watches video footage that includes Ivan Curtis, the man who killed Vaughn. Jack explains that Curtis was recorded as dead three years ago, contradicting the date on the video. Jack concludes that Curtis and Dean have access to high-level resources.

Later, Sydney calls Marshall to zoom in on a video footage of Curtis dialing a number in his phone. They find out that Curtis was setting up a meeting with Heinrich Roemer, regarding a package. Syd visits Sloane in his jail cell, and asks for Roemer’s location since SD-6 worked with Roemer in the past. When Sloane advises her not to act out of revenge, Sydney points out that what she is doing is for her safety and her baby’s.

In Amsterdam, Dixon and Weiss meet with Roemer for a “business deal.” With Sydney on video surveillance, Dixon plants cameras in the building. Suddenly, Sydney sees Curtis emerge from a car that just arrived at the facility.
Roemer leaves Weiss to meet with Curtis in another room. Curtis shoots Roemer and leaves with the package. Hearing the gun shots, Weiss defends himself when the guard attacks. Dixon runs to Weiss’ aid, and Sydney gets into Curtis’ car. Curtis finds Syd is waiting for him, with a gun pointed at his head.

At a CIA safe house, Dixon and Sydney interrogate a tight-lipped Curtis. In another room, the team consults with Marshall, who warns that the Nuridium that Curtis already possesses in addition to what they recovered, can create an explosion 50 times Hiroshima. They decide that Curtis needs to be let go so he can lead them to the rest of the Nuridium.

Dixon goes back to Curtis, hands him a bottle of water, and tries to make him to reveal where the rest of the Nuridium is. Curtis drinks the water and asks for immunity from his illegal business activities as well as for Vaughn’s murder. When Curtis insults Sydney, she kicks him out of the window into the canal. Syd and Dixon watch him escape, with tracking serum in his system from drinking the water.

As Jack meets with Thomas Grace, a new agent he is recruiting for APO, Sydney and Weiss wait for a signal from the tracking serum. Weiss confides in Sydney that he is considering a position in Washington, and Sydney expresses her happiness. When Weiss voices out his hesitation to leave due to the recent events in Sydney’s life, she insists that he should go. Suddenly, Sydney’s laptop beeps: Curtis is airborne, bound for North Korea.

Using a stealth plane, the APO team approaches Curtis’ private jet and silently board. Dixon and Weiss head to the passenger deck while Sydney stays in the storage area to dismantle what looks like a Nuridium bomb. Sydney realizes that the container is not a bomb when she finds a body inside. Curtis appears and points a gun at her. Syd threatens to cut the Nuridium wires.

On the upper deck. Marcus, Weiss and Curtis’ men fire at each other. The pilot is shot in the crossfire and the plane abruptly banks knocking Curtis to the ground. Sydney grabs his gun and points it at him. As Dixon regains control of the jet, Sydney asks Curtis more questions about Prophet Five, offering to protect him for information. Curtis refuses to help because he is terrified of the group he is working for. He pulls the cargo door release button and throws himself out of the plane.

Back in the APO office, Jack tells the team that the Nuridium was not for an explosive – it was going to be used to power an advanced cryogenic chamber. The body they found remains unidentified but is under analysis in the DSR. When everyone leaves the briefing room, Sydney tells Jack that she can’t go on alone, and tells him of her ultrasound. Jack reassures her, by saying “I’m here.” An appreciative Sydney invites her father to the next doctor’s appointment.

A few minutes later, as Weiss and Sydney are saying their goodbyes, Dixon arrives and announces that the body had been stolen from the DSR. Sydney calls Renee Rienne and shares the information. Renee tells her she’ll see what she can find out. As Renee crosses the room, she passes by an open container – with the missing body inside, alive.

The Shed
A woman arrives at a secured lab in Istanbul where scientists in protective suits experiment with a liquid substance. She shoots a guard and punches in a code to enter the lab. Holding the scientists at gun point, she steals two vials and breaks a third before locking the guards in and escaping. They die instantly.

In the APO office, Marshall shows a video feed of this theft to the team. The liquid, he says, is called Substance-33, a deadly nerve agent that kills in seconds. He identifies the woman as a lackey of Gordon Dean, based on her knowledge of the code and the computer she used to hack it.

Marshall traced the hacker’s signal to Prague. Jack gives the case to Sydney, Marshall and Tom Grace. Sydney privately asks Jack why Dixon isn’t going. Jack says that Dixon is with Sloane, who was allowed to meet a contact with information about Nadia’s cure.

Inside his prison cell, Sloane tells Dixon that he’s paying his contact, Dolzhenko, $300,000 for a lead. Later, in Omsk, Sloane convinces a wary Dixon to allow him to meet Dolzhenko alone. At the meeting, Dolzhenko threatens Sloane with a gun and steals the money.

In Prague, the APO team tracks the hacker to a coffee shop. Armed with a microprocessor concealed in a pack of mints, Syd enters the café and speaks to a man with a laptop, assuming he’s the hacker. Suddenly, the signal fades – the real hacker has left the building. Tom and Marshall give chase and capture her.
In a hotel room, the team interrogates the hacker, whose name is Rachel Gibson. Tom catches her transmitting a signal via her watch, forcing her to admit she’s a black ops CIA agent. After she passes a lie detector test validating her story, Syd says she was in the same situation 13 years ago – when she believed she worked for the country but was actually against it.

When Marshall confirms that Rachel’s signal went to Gordon Dean, not the CIA, Rachel decides to cooperate. She agrees to download the encryption key from Gordon Dean’s nearby Vlasska office in order to enable a file transfer from Marshall’s PC.

Rachel, thanks to Syd’s remote guidance, successfully downloads the encryption key. As Rachel walks to the elevator, her friend, Peyton, joins her. Sensing Rachel’s panic, Sydney receives the key in a quick brush pass. Marshall begins his server download.

Back in Dean’s office, Peyton, who has been observing Rachel’s change in behavior, alerts Dean. After spotting the file transfer, Dean and Peyton leave the building and trigger a bomb.

Marshall discovers that Dean had triggered an EMP that fried all the electronics in range. Tom rushes out the hotel room to help Rachel, who was caught in the explosion. Explosions continue as Tom makes it to Dean’s office. He finds a semi-conscious Rachel beneath the rubble and cradles her in his arms. Sydney, who arrives shortly after Tom, meets his gaze silently.

Wearing a glitzy outfit, Sydney emerges from a sleek car in Monte Carlo and hands her key to Tom, dressed as the valet. She goes inside a casino, attracting attention with her boisterous behavior and consecutive gambling wins. Meanwhile, Tom drives the car to the basement and picks the lock of a maintenance station.

In front of a big crowd, Dixon accuses Sydney of cheating. When the casino guards bring her into an office, Syd shoots them with a tranquilizer and finds the office safe. Using a laser cutter and key code that Tom relays through her earpiece, Sydney retrieves a laptop and makes her escape.

As she passes by a shipyard, she is stopped by a policeman and at the same time boxed in by another vehicle. Suddenly, a shipping crane lifts her car hundreds of feet off the ground. Stunned, Sydney answers her ringing phone – it’s Gordon Dean saying he wants Mockingbird back.

At the APO office 72 hours earlier, Rachel confides in Sydney about the guilt she feels for getting her coworkers killed. Syd turns the blame on Gordon Dean and urges Rachel to rest, but Rachel insists on finishing her report. Curious about the report, Syd asks what “Mockingbird” means, and Rachel replies that it’s her call sign.

At an industrial office, Gordon Dean tasks a man named Keach with an unknown assignment. Afterwards, Peyton enters and mentions that they need money so they can rebuild their offices. Dean types in his password to start an account transfer.

Waiting in the APO office, Marshall announces that he has been monitoring Dean’s accounts and that recently Dean liquidated all his finances, putting all the money in one account. Rachel identifies the account as Dean’s fail safe account in the Cayman Islands which can only be accessed in person by answering Dean’s protocol questions. The answers are in Dean’s servers at his Prague office – which was destroyed.

Later, Syd asks Rachel to go with her to Prague. Using Marshall’s recovery software, they can reconstruct the protocols to help Dixon and Tom gain access to Dean’s account before Dean disappears again. Rachel adamantly refuses.
In a Federal Building, Boyd Harkin, Special Prosecutor assigned to Sloane’s case, lists Sloane’s criminal activities, expressing his disbelief of the pardon agreements that Sloane had gotten in the past. Sloane admits to his wrongdoings and insists that he is reformed. Later in his cell, Sloane is approached by Dean’s man, Keach. Keach says that he has benefactors who can help. Sloane considers the offer.

With their Czech Intelligence Badges, Sydney and Rachel enter Dean’s Prague office and head to the server room. In spite of Rachel’s anxiety and difficult flashbacks, they find the hard drive amidst the debris. Rachel starts hacking with her laptop.

Earlier than expected, Dixon and Tom are approached at a beach in the Cayman Islands by Pierpont, the bank’s emissary. They follow Pierpont to an unmarked cabana. As guards aim their pistols at Dixon and Tom, Pierpont begins going through the protocal questions. Syd and Rachel supply answers from Prague with the data they are slowly recovering, allowing Dixon to empty Dean’s account.

Soon after, Dean and Peyton realize that they have been cleaned out. They conclude that Rachel is the only person who could have done this and make plans to get her back.

Back at the APO office, the team examines blueprints where Dean’s operations archives are stored. They soon realize the archives lie in an electromagnetic deposit box system. Rachel mentions that she can get into the system by decrypting the building’s network. She volunteers for this next assignment, determined to destroy Gordon Dean.

At Monte Carlo, after Sydney heads to the casino and Tom brings the car to the basement, he pops the trunk and Rachel goes with him to the maintenance station. Rachel decrypts the algorithm and passes the code to Tom who relayed it to Sydney. She goes back in the trunk and Sydney drives off.

In the present time, Syd listens as Dean demands that Mockingbird be delivered in 30 minutes. As Dixon attempts to rescue them, a camera captures his presence, triggering the hanging car to plummet 20 feet. Syd coaches Rachel to call Dean and confirm that she is on her way. As Dean listens, he hears a foghorn in the background, revealing Rachel’s actual location. In a flash, Syd tells Rachel to kick open the trunk, grabs Rachel’s arm, and uses her laser cutter to hold them to the magnet – a split second before the car crashes to the ground.

At the hearing, Sloane awaits his sentence. Surprisingly he’s pardoned and is released from the federal penitentiary. Jack looks at him suspiciously.

On the plane ride home, Sydney tells Rachel that they can’t release her until Dean is brought in. Rachel realizes that she will never be safe.

Out of the Box
Renee Rienne steals a chemical from an army storage depot in Frankfurt while Jack meets Sloane in a restaurant. Sloane asks to be reinstated in APO so he can find a cure for Nadia, Jack says he’s already made the request but a senator is blocking the request.

In Marseilles, Rienne administers the chemical to a man who’s been cryogenically frozen. At the APO office, Dixon reports that the chemical is Atropine ZX, an experimental substance used to resuscitate gravely injured soldiers. The thief, who he’s identified as Rienne by way of video footage, had also stolen the frozen body from DSR. As Syd volunteers to speak to her, Jack privately asks Tom to keep an eye on Renee.

Syd and Tom meet Renee in Marseilles and return to her loft, where the now revived but disoriented man surprises them. He holds a knife to Renee’s throat. They realize that the man is Luc Goursaud, Renee’s father, and calm him down. Luc reveals that it was Aldo Desantis who had frozen him. Before he can speak about Prophet Five, Luc has a seizure and slips into unconsciousness.

Gordon Dean approaches Sloane and reveals the identity of Senator Lewis, who is refusing his reinstatement. At Dean’s suggestion, Sloane wins his reinstatement by threatening the senator’s child.

Jack gives Tom and Syd the name of a doctor they could bring Luc to. Overhearing the name “Desantis,” Rachel remembers that, while working for Dean, she had stored files on Desantis in a San Francisco facility.

Mercenaries converge on Renee’s loft and pump gas into the vents. Tom makes his way out and plants a bomb in their van. In a flashback, Renee recalls that her father had once worked for Desantis, but they had become enemies.
Meanwhile, Dixon and Rachel go to the San Francisco facility and ask to be shown a storeroom, where they leave a case. Marshall’s latest invention crawls out of the case: a spider robot with a tomographic camera. Marshall controls the device from a remote location, directing the spider to find and scan Desantis’ files. Later, they learn that the documents detailed the manipulation of genetic and neural pathways. They also discover that the brain scans of Luc Goursaud and the man in the cryogenic chamber were not the same.

Tom returns to the loft and finds a beacon in Luc’s cryogenic chamber. He and Renee use the beacon to alert APO. Syd learns about the beacon through Luc and discovers that he had guided the mercenaries to the loft. His cover blown, Luc takes Syd hostage. When Renee and Tom return, they realize that Luc is not Renee’s father. Suddenly, the building is blown apart and a helicopter picks up Luc.

Later, in a North Korea hospital, Gordon Dean meets man formerly known as Luc, referring to him as “Doctor Desantis.” Desantis reports that the “woman” is now calling herself “Renee Rienne” and that she’s working with the CIA. Dean assures Desantis that keeping an eye on her won’t be a problem.

Sloane, his clearance granted, walks down the halls of the APO office.

Sydney and Rachel watch a scared family from behind a two-way mirror. Rachel gazes at them sadly, and talks about the guilt that she feels for putting them in danger. Syd assures her that putting them in the witness protection program is the best way to ensure their safety. Rachel enters the room and embraces her family.

Later, Sloane reports to Dean that Rachel’s family is in the protection program. After Dean makes it clear that Sloane should be prepared to kill them, Dean tells Sloane to find Janos Vak, a Hungarian weapons designer, using APO resources.

In the briefing room, Jack allows Sloane to speak. He recommends that they find Vak, who is working on a software program that can intercept and redirect missiles. Sloane suggests that Vak can be used to bait Dean because they’ve worked together in the past. Jack shows them a photo of an Algerian arms dealer who may be a lead. Syd suggests that Renee Rienne can help with penetrating the Algerian underworld.

Renee uncovers intel in a Marseilles warehouse and gives it to Sydney, who offers it to the team. She says that Vak met with a Chinese official named General Liem Song, who will host an engagement party at the Chinese Consulate in India. Dixon adds that Song keeps an encrypted copy of his contacts in a safe in his room and this should lead them to Vak.

With Marshall and Rachel waiting in a van, Syd and Tom crash the party. Realizing that General Song is not leaving his room, Dixon creates a scene by proposing to the bride-to-be. With the guards busy, Syd slips into Song’s room, drugs him and attempts to bypass the safe. When Marshall says that there is too much shield in the building, Rachel evades a guard and helps Syd by planting a relay antenna near the garden to boost the signal.
Sloane meets with Dean, who is furious that APO acquired significant intel from the consulate. He demands that the decrypted data be given to him later that day.

At APO, Dixon tells Syd that Vak has been located on an oil platform in the South China Sea, and adds that Jack has tapped Rachel for the mission. Dixon adds that Vak is allowed shore leave with a “female companion” every other weekend. A nervous Rachel listens to their advice and prepares for her first mission alone.

Sloane meets with Dean and gives him details on the next mission. Dean then meets with Peyton and assigns her to get the software herself, advising her to kill Rachel if they cross paths.

Rachel arrives at the oil facility. A few minutes after entering Vak’s room, she drops her lipstick – which contains a tranquilizer. With Syd’s guidance, Rachel improvises and seduces Vak. After tying him to the bed, she downloads the program from Vak’s computer.

Peyton arrives at the facility and upon realizing that the original software had been destroyed, she runs after Rachel, who makes her way to the heli-deck for extraction. She finds Rachel, who confronts her betrayer for the first time. Peyton urges her to hand the data over at gun point, Rachel rummages through her bag and finds one of Marshall’s devices, a hair brush equipped with an ice pick. She jams it into Peyton’s shoulder but comes under fire from Chinese guards. Dixon extracts Rachel as Peyton jumps to the sea.

In a subsequent meeting, Sloane refuses to give Vak’s software to Dean because he had tried to kill an APO agent. Dean dangles Nadia’s safety to bring Sloane in line.

At home, Syd sits in a rocking chair that she bought from a toy store, where, for a brief moment, she wistfully watched a father take care of his child. She then plays an old mission tape that Marshall had given her. With the sound of Vaughn’s voice playing, she holds the tape close to her belly.

Fait Accompli
A very pregnant Sydney chats with a university chancellor in Rome while Renee Rienne tries to break into the building’s underground storage facility. Syd feigns exhaustion and asks for a glass of water, affording her the chance to steal and duplicate one of his key. She sends the template to Renee electronically. Renee soon finds Dean’s package – and another man about to steal it. She kicks his butt, grabs it and meets Sydney outside.

In her apartment, Sydney discusses with Rachel the mysterious keycard that is meant for one port among billions. Delivery men arrive with Sydney’s baby’s crib yet to be assembled. She sadly reveals to Rachel how she envisioned this moment to be very different from what had turned out. She leaves the crib disassembled.

After Sloane receives word from Nadia’s doctor that she has no hope for recovery, he gets a call from Gordon Dean demanding his keycard. Later, Sloane apologizes and confesses to Jack and Sydney that he had been working with Dean. When Jack asks him what changed his mind, Sloane admits that he was hoping that Dean could help find a cure for Nadia. Now that he knows she’s untreatable, he is more than willing to help them bait Dean with the keycard.

In a racetrack at Dubai, Tom and Dixon take out Dean’s men while Sloane hands Dean the keycard. Suspicious, he takes Sloane hostage. The APO team loses track of them when the track’s PA system jams their transmissions.

Rachel finds them in an empty stable and knocks Dean unconscious with a shovel. When Syd interrogates him, he says the keycard will grant them access to his anonymous boss’ communication hub. After revealing that the card will expire in 12 hours, Dean offers to work with them in exchange for immunity and protection. Syd injects him with a drug to encourage him to talk more freely.
Meanwhile, Sloane meets with a man named Ehrmann, who asks him to eliminate Dean. Sloane refuses. On cue, Sloane’s receives a phone call regarding Nadia’s condition. He arrives at the hospital to see Nadia waking from her five-month coma. She begins convulsing, however, and must be injected with a sedative and returns to her comatose state.

In the APO office, Dean reveals that the communication hub is located on top of the Glenheim Tower, and says that the watchman can help. He also apologizes for killing Michael Vaughn and warns Syd that his bosses have plans for her.

In Seattle, Dixon and Tom arrive at the tower and plug the access keycard in a port. As they uplink to Marshall, he discovers that many of the organizations in the database are part of global governments. Marshall is then locked out of the system and presented with a riddle. Syd recalls that Dean mentioned a “watchman” who can help.

Sloane slips inside Dean’s interrogation room. Dean says he has the access code and can help take down Prophet Five, but Sloane forces him to swallow a cyanide pill. Syd discovers his corpse.

Sitting inside a car, Peyton and Ehrmann drink to her success. He confirms that she now has Dean’s operations and warns her of double crossing them. Ehrmann gets out of the car briefly and meets with Sloane, who confirms the assassination. When Sloane asks when Nadia will be cured, Ehrmann says that they will need more from Sloane -and points out that Sloane now has hope for Nadia’s return. Frustrated and helpless, Sloane watches him leave.

In Sydney’s apartment, Jack helps Sydney build her baby’s crib. Sydney says that taking down the 12 sources making up Prophet Five will be a challenge since they are embedded inside a global government. Jack remains encouraging and tells her that they’ve already started their long journey.

In Siberia, Lukas Basarov plants a bomb in a train car. It explodes and incinerates only the people, leaving the rest of the car intact. Upon learning of the explosion, Marshall tells the APO team that it was a Micropulse bomb.

Meanwhile, Sydney dines with a lady at a Yorkshire garden party. When she spots Elizabeth Powell, the wife of the French ambassador, she hands her a napkin with a message from Jack. Elizabeth meets Jack in the library and he asks her about the attempts of French intelligence agency MI-6 to acquire a Micropulse bomb. Elizabeth assures him that MI-6 isn’t involved but Jack asks her to look for a mole in the organization. He says this might lead to info about Prophet Five.

Back at APO, Jack tells the team that his contact had identified Basarov as the engineer of the Micropulse, and that MI-6 is trying to acquire it off the books. Basarov, he says, is attending a conference in Brazil and expects to receive a transmission about the sale rendezvous through his laptop. He assigns Rachel to intercept this intel. Before leaving, Syd reminds a stressed Rachel to have fun.

Disguised as a British scientist, Rachel checks in a hotel in Sao Paulo and ends up in an elevator with Sark, who’s posing as an American. They make a connection, and realize that they’re across the hall from each other. Once in their respective hotel rooms, they start planting cameras for surveillance in Basarov’s room.

At the conference, Rachel asks for Basarov’s autograph, which she scans to produce a fingerprint copy. Later, when Basarov steps into the shower, Rachel breaks into his room and tries to access his laptop using the copied fingerprint. Rachel takes to the window ledge when someone enters. He can’t see that it’s Sark bugging the laptop. When he leaves, Rachel puts her own bug in the laptop.
Sark hits on Rachel in a bar and they go back up to his room. Rachel finds an airline ticket indicating the Bahamas as Sark’s next destination. Just then, Rachel’s phone vibrates, signaling the receipt of crucial intel. She quickly leaves and sends the transmission to Marshall for decryption.

Back at the APO office, Rachel confides to Sydney about meeting a guy. Jack says that Basarov is meeting the MI-6 double agent in Spain. Later, Jack and Elizabeth stake out the sale in Malaga. A terrorist organization led by Benjamin Masari ambushes Basarov’s group. Jack and Elizabeth are abducted.

Sydney and Sloane watch the video footage and conclude that Sark intercepted the transmission at the hotel. Rachel, angry at herself, says they can catch him in the Bahamas.

Upon landing, Sark sees Rachel with Sydney. Sydney tells him that Masari has Jack and asks him to help in Jack’s rescue. Later, while Jack and Elizabeth are being brutally interrogated by their captors, Masari gets a phone call from Sark. Sark makes a deal with him to buy Jack and Elizabeth.

At the office, Dixon advises Syd not to go on the mission in her pregnant condition. Meanwhile, Sark continues to flirt with Rachel, but Rachel rejects him.

Dixon disguises himself as a local truck driver and Rachel and Tom hide under the truck, When Sark enters Masari’s Tunisia office, Masari points a gun at him. A doublecross! Dixon shoots the guards and breaks into the facility. He and Tom look for Jack, while Rachel tries to locate the weapon. She finds it, only that Sark is handcuffed to it. Marshall and Syd remotely guide Rachel through its disarmament.

As Jack says goodbye to an injured Elizabeth, Dixon asks Sark where they could wire his payment. Sark says this was a freebie and walks away, leaving Rachel interested. Later, Sydney talks to Jack over the phone and they make plans for breakfast. Before they hang up, Syd tells her father that she loves him.

The Horizon
Michael Vaughn makes dinner with Sydney in her apartment. He says that she’s going to be a great mother. Syd has a vision – she’s bound, with wires attached to her head. The vision is reality — Vaughn was part of a dream. A doctor injects her with a chemical.

Flash back two days. Peyton retrieves Vaughn’s files at the CIA archives in San Francisco. She calls Aldo Desantis and arranges a meeting.

At the APO briefing room, Jack informs the team of the breach and identifies Peyton as part of Prophet Five. She has stolen the files of several agents killed in the line of duty. Syd knows that means Vaughn. Jack tasks Sloane to oversee Rachel’s analysis of the intel and asks Syd to meet with Renee Rienne about Prophet Five.

In a warehouse, Peyton’s team listens to mission tapes. This leads them to believe that Vaughn had told Sydney crucial information about Prophet Five, and Sydney might not even be aware of it. Peyton calls Desantis and he recommends a doctor who specializes in extracting information.

In Madrid, Sydney meets with Renee who confirms that Vaughn didn’t keep anything on record related to Prophet Five, though he was obsessed with it. Just then, they’re attacked. Though Renee kills two attackers, Sydney is abducted and thrown into a van. Renee stops a second van and finds Desantis inside.

Present. Bound in the interrogation room, Sydney hears the doctor explain to observers that the chemical he injected will force hypnosis: numb the body but keep the mind lucid. When the doctor asks her to find a happy moment with Michael Vaughn, Syd’s subconscious reverts back to the time Vaughn proposed to her. In this dream state, she gains awareness and frantically tells Vaughn in the dream that Prophet Five is using her. Vaughn is taken aback at Syd’s knowledge of Prophet Five.
Renee contacts APO and tells Jack about Syd’s abduction. Jack moves the team to locate Sydney and points out that since Desantis is involved, this means involvement of Prophet Five experimental medical procedures. Jack asks Sloane if he knows another Prophet Five contact and Sloane denies it. Later, Sloane tries pleads with his contact for Sydney’s release but to no avail.

Sydney’s memory regression continues. She recalls speaking to Vaughn on a hospital bed minutes before he dies, and her conscious mind breaks through in this memory and starts talking to Vaughn about Prophet Five once again. She realizes that the drink she had given him that was recommended by the nurse caused Vaughn’s body to crash. As she refuses to let him die, Vaughn tells her to let him go, since this is the only way to defeat the people holding her captive. She recalls another memory where they were stuck in a jail cell, and she refuses to let Vaughn go.

Jack interrogates Desantis — and cuts an ear off. Just then, Renee discovers a Hungarian address in Desantis’ notebook. Jack realizes that one of the dates listed is Sydney’s delivery date. Jack leaves the room and Renee shoots Desantis.

Meanwhile, the doctor once again urges Sydney to dive into her memory. She recalls a moment where she speaks with Vaughn at a pier. Vaughn again urges her to let the memory of him go before they hurt her further. In the memory, Syd’s phone rings and she hears the doctor’s voice on the other end, asking her to draw a map.

Syd’s memory jumps back to one of her first meetings with Vaughn, where they spoke about SD-6. When Vaughn shows Syd the real map of SD-6, the doctor asks Sydney to read the information on the map. After Syd says “X-23 Norte,” a hidden observer tells the doctor to end the procedure. A satisfied Irina Derevko prepares to leave and orders Peyton to tell their associates that the location has been found, and to keep Syd comfortable.

Inside Syd’s head, she’s with Vaughn on a beach. Syd says how much she wants to stay with him. Vaughn encourages her and tells her that together, they will defeat these people -especially after they find out that Syd had given them the wrong information. He has to go so they can stop using her.

At the Hungarian address, Renee and Jack find a room where a nursery was set up. Meanwhile, with the chemicals wearing off, Sydney opens her eyes and finds Peyton unstrapping her. Syd stabs Peyton with the drug and escapes. Still groggy, she finds her way around narrow corridors, only to discover that she’s on a ship at sea.

At sea on a cargo ship, Sydney hurries to the lower deck, finds a radio, and issues a distress signal.

At APO, Jack tells Sloane that Prophet 5 has Syd. Marshall recovers Sydney’s transmission but it’s deleted by a Langley insider before he could listen to it – meaning Prophet 5 has infiltrated the CIA. They determine to go to Langley to recover the message.

Marshall and Dixon join a group of tourists at CIA headquarters. Meanwhile, Tom goes to the Payroll Department to complain about a missed paycheck. Rachel, pretending she has an interview, leaves her cell phone with the guard. The cell phone is actually a device that infiltrates security. Tom commandeers a Payroll Dept. desktop and, using the data sent from the cell phone, grants Rachel security access to the CIA server room. He also unlocks the Witness Protection records room.

Marshall distracts onlookers by announcing he’s cracked the code that appears on a monument. Dixon sprays a surveillance camera, causing an “Anthrax alert.” Rachel then slips into the server room but finds that Syd’s transmission was purged. Jack tells her to pull the hard drive, knowing that it will raise the alarm and cause a lockdown. He calls Weiss for help.

Weiss arrives and apologizes to Dixon, whom he calls “Ambassador.” While he escorts Dixon and Marshall out, he gives Dixon the key to get Tom. Marshall ducks into an office, locates Rachel with surveillance cameras and guides her through a maze of servers.

On the boat, Syd holds Peyton at gunpoint and asks her to explain the ultrasound images posted in a room. She faints, however. She wakes to find herself being prepped for surgery.
At APO, Marshall and Dixon inspect the hard drive and discover that the person who purged the records had Alpha Black clearance. Only seven directors have this clearance. They also find the secured cell phone numbers that enable these men to access the code. Marshall says he can trace which phone was used to access the server.

Tom uses Marshall’s PC to decode the info he downloaded from the Witness Protection records. The data contains photos of his murdered wife along with the name and location of a man. Later, Tom pays a visit to the man.

Jack convenes a meeting with the seven directors, Marshall locks in a match and calls that phone. When Director Davenport’s phone rings, Jack immediately shoots him and forces him to divulge Sydney’s whereabouts. CIA security arrests Jack.

The doctors perform an amnio on Syd and decide to operate. Dixon arrives on the ship and realizes it’s abandoned except for the infirmary. He spots the post-op Syd and takes her to the helicopter.

At the hospital, Jack tells Syd that the baby is fine, that the mysterious surgery actually corrected a placential abruption. After a few minutes, an armed guard tells Jack that it is time to go and a confused Sydney says reluctantly goodbye to her father.

Maternal Instinct
After Davenport’s ambulance is ambushed, he’s assassinated — by none other than Irina Derevko.

Jack informs Syd of Davenport’s death and says that CIA Director Devlin suspects a mole in the APO office. Since APO is under investigation, and because a condition of his release is to close the Prophet Five case, Jack vows to continue the investigation without documentation.

Syd tells Jack that Prophet Five wanted to know about “Leo-47 Norte.” Jack and Dixon recall that it was an SD-6 mission that took place in a French territory. Jack assigns Dixon to fly to France and contact Renee Rienne. Jack also directs Sydney to go to a safe house.

Irina waits for Syd at her apartment. Irina admits knowledge of Prophet Five. She says that Prophet Five wants to pursue “The Horizon,” which they believe Sydney knows about. Sydney says that she doesn’t but that she had shared the name of the French mission with her father.

Despite Devlin’s ongoing investigation, Jack enlists Marshall’s help to break into their archives and look up a contact for the “Leo-47 Norte” mission. He finds out about Jean Bertrand’s involvement and forwards this information to Dixon. With Renee Rienne, Dixon forces Bertrand to reveal more about The Horizon, which is stored in a safety deposit box in a Vancouver bank.

Posing as an Italian family, Irina, Jack and Syd infiltrate the bank. As Jack and Irina inquire about safety deposit boxes, Syd hacks into the bank manager’s computer.

With Rachel’s help, Syd locates The Horizon’s box and relays the info to Jack. Irina tranquilizes the manager and starts to work on retrieving The Horizon.
With the lead that Irina had provided them, Peyton and her armed men from Prophet Five arrive in the Vancouver building and kill the guards.

With the The Horizon — which is booby trapped — in Jack’s hands, Irina attacks him. Jack deflects her as Syd enters. It dawns on Sydney that Irina orchestrated her abduction for Prophet Five. When Irina insists that Peyton will kill her too, Jack responds by saying he will kill Irina first. Suddenly, Sydney’s contractions begin.

Believing she’s helping Jack and Syd, Rachel, under Sloane’s direction, deletes records of Sloane’s outgoing transmission to his Prophet Five contact.

With Peyton’s team on the move, Irina leads Syd and Jack to the roof, where a helicopter will extract them. Peyton watches them on a surveillance camera. She picks up a rocket-launcher and blasts the copter to pieces. Jack tells Syd to keep a gun on her mother as he goes back down to fight Peyton’s team. After killing her henchmen, Jack squares off with Peyton. He takes aim at a nearby fire extinguisher, which explodes, killing her. Or so he thinks.

Irina tells Syd that the KGB forced her to bear Jack’s child to ensure his loyalty. When Syd was born, she says, she had to choose between being a good agent or being a good mother — or fail at both. She chose being a good agent. At this moment, Sydney goes into labor.

Jack arrives to calm Sydney down as she goes into labor. With both her parents’ support, Sydney delivers a baby girl. Irina bolts with the pouch containing The Horizon, while Sydney and Jack swaddle the baby. Marshall receives a call from Irina, who tells him that Sydney and Jack need extraction.

In Bhutan, a horseman speeds to an isolated hut by the hillside. He relays a message to a monk sitting calmly in the middle of the room. The monk then walks to another room and shares the news of Sydney’s infant daughter with Michael Vaughn.

There’s Only One Sydney Bristow
Sloane meets with the Prophet Five leaders in Minsk. In return for Nadia’s full recovery, they force him to make Sydney go on a mission. He agrees on the condition that Sydney will not be hurt.

Peyton, who survived Jack’s assault in Vancouver, springs Anna Espinosa in return for Anna’s help. Later, Anna poses as a witness protection agent to gain entry into Will Tippin’s home and tasers him.

At APO, Sloane and Jack show Sydney a video surveillance clip of Will’s abduction, and mention that Anna had internal assistance from Prophet Five. Although Sloane “urges” her to stay on leave, she’s determined to save Will.

In a hidden location, Peyton’s accomplice Burris injects a bomb into Will’s neck. Meanwhile, Sloane tells Sydney that Ecehelon has intercepted a call between Yerik Semanko and Anna regarding an exchange at a Moscow club run by the Russian mafia. Sydney leaves her baby with babysitting agents.

In Moscow, Dixon, Rachel and Tom enter the club with Marshall’s help. Sydney accesses the club through the roof. Once in the club, the team dons eyeglasses that broadcast x-ray images to Marshall, enabling him to spot guns and money. Later, Rachel flirts with Semanko while Sydney skillfully plants a bug on his collar. As he goes into the VIP room and meets Anna, the APO team overhears that Will is in Room 147.

Syd heads toward Will and confronts Anna. Peyton watches the fight through video surveillance. Anna knifes Syd’s arm – and the camera scans Syd, capturing data. Will helps Syd chase off Anna.
In the APO office, Sydney tells Jack that she hated telling Will that Vaughn was dead. Jack reminds her that Vaughn’s safety depends on hiding him. When Will visits Syd, an alarm notifies the babysitters. Later, they discover the bomb in Will’s head. Suddenly, Syd gets a call from Anna.

Anna asks Syd to hand her Page 47 of the Rambaldi manuscript in exchange for the bomb’s deactivation. When Syd notes that handing over the page will not guarantee Will’s safety, Marshall suggests that he can build a device that can track the bomb frequency and reverse engineer the activation. The only catch is Will has to be close to the detonator.

On a train In Lisbon, Will asks Sydney to be the best man at his wedding. They then tap into the train’s security system and find Anna. To bring Will close to the detonator, Syd meets with Anna for the trade. Syd gives her Page 47, but Anna begins the countdown and Will’s head beeps. Syd steals the detonator and stops the countdown. Anna escapes and locks Syd in the car. Suddenly, Syd is showered with red liquid. Anna calls Peyton and confirms that Sydney’s DNA is being collected.

Will knocks out Anna and frees Syd. Anna recovers, activates another detonator and throws it off the train and into a lake. Syd and Will dive into the lake. Syd finds the detonator in time to deactivate it and once again save Will’s life.

Sloane meets with Peyton and she assures him that Sydney wasn’t hurt in any of their experiments. In exchange, she hands Sloane a chemical compound that could save Nadia. Meanwhile, Will and Sydney walk through a park where Syd apologizes for the chaos she’s brought him. Will assures her that it is not her fault that evil people that exist, and that he sleeps better knowing that there is only one Sydney who can keep the world safe.

In Moscow, Anna enters a tank filled with red liquid. She emerges with Sydney’s face.

30 Seconds
After the APO team discovers that Anna Espinosa uses a call center in India to route her calls with an encryption key, Sydney and Renee head to Jaipur to remove the key so they can intercept Anna’s calls.

Posing as a perfume entrepreneur looking to use the call center, Sydney places a “free sample” by one of the desks that scans the Wi-Fi signal in the building. Working from the outside, Renee tells Sydney that the router that Anna uses is inside the building. Renee barges in as a robber and holds everyone up at gunpoint. Using the commotion to her advantage, Syd removes the encryption key from the main router.

Sloane meets with Ehrman, his Prophet Five contact, in Barcelona. Sloane points out that the cure for Nadia may actually be fatal — she has to be dead for 30 seconds before the drug can be administered. Ehrman tells him to trust Rambaldi, who engineered the cure for Nadia’s condition. He gives Nadia the medication and she wakes up from her coma.

When Anna’s line goes active, the APO team hears Kelly Peyton talking to a Moritz Koller, whom they locate in Zurich. Via satellite, they zoom in on his suitcase and find Page 47 of the Rambaldi manuscript. They later learn that he is an art historian who freelances for criminal organizations.

Sloane tells Jack that he was forced to fund research to find Nadia’s cure. After Sloane departs, Jack asks Dixon to investigate Sloane’s recent activities and to focus on Barcelona.

Jack and Dixon share their suspicions regarding Sloane’s with Syd. She reserves judgment until they find proof. Jack then grants Sloane a leave of absence. He also asks if Sloane knew about Anna and her contact with Prophet Five. Sloane denies any knowledge.
Syd tells Nadia that she had never seen Sloane so devoted to anyone. Just then Syd receives a call from Jack, who says he’s tailing Sloane. Nadia joins Jack. They follow Sloane to a storage facility, where he retrieves Nadia’s clothes. Jack confirms that Sloane’s alibi -that he was researching cures in Barcelona – holds.

Meanwhile, Tom and Renee contact Moritz. Renee lures him and they take him into custody. Moritz reveals that he’s to meet Anna the next day, and that his Page 47 is a fake. Syd advises them to continue the meet with Anna.

In Sloane’s home, he opens the suitcase containing Nadia’s clothes. He lifts a panel and removes the original Page 47 of the Rambaldi manuscript. Sloane quickly hides the page underneath a mat on his desk when Nadia arrives. She expresses a desire to live with him.

After a warm talk, Sloane makes dinner. Nadia wanders into Sloane’s office, where she accidentally finds Page 47. Hurt and horrified at the finding, she throws the page into the fireplace. Sloane lunges for the page, shoving Nadia onto a glass table. She dies when the shards pierce her neck.

The APO team, joined by Renee, moves to ambush Anna in Ghana. A car arrives, but plows into a marketplace. They inspect the car, but Anna is nowhere to be found. Renee then consults with Syd – except it’s really Anna – who slits her throat.

Sloane tells Ehrman that he’s betrayed his loved ones. He also points out that death is a necessary sacrifice in proving Rambaldi’s prophecy. As the chosen one, Sloane assures Ehrman that he has selected the road to follow. Ehrman welcomes him into Prophet Five.

I See Dead People
At the APO office, Marshall reports to Jack that a microchip found in Renee Rienne’s body contains encrypted data with an incomplete algorithm. He discovers that “Andre Micheaux” is etched on the microchip. Unbeknownst to them, their conversation is being recorded.

Jack and Sydney conclude that Vaughn might have info about the chip since Renee and Vaughn’s father had known each other. They agree that Vaughn must be contacted..

In Zurich, Peyton tells Sloane that Sydney is heading to Nepal to meet someone regarding the chip. When Sloane advises that Prophet Five send someone to intercept, Peyton introduces Anna – now Sydney’s doppleganger. Sloane briefs her but comments that she’s hardly Sydney and reminds her that she’s dispensable. As Anna leaves, Sloane has a vision of Nadia, who tells him that he’s just as dispensable.

At APO, Tom decodes a message hidden in a magazine. Rachel, feeling insecure, interrupts him. Tom assures her that she’s a good agent.

Anna arrives in Nepal and deceives an escort expecting to meet Sydney. He tells her that Vaughn is excited to see her and his hideout is just a few minutes away. She kills him and gives his distinctive scarf to an accomplice.

Marshall discovers that the whole APO office is bugged. He meets Jack at a parking lot and shares the news that Sloane have placed the office on passive surveillance. They conclude that Sloane must have installed a backdoor access to APO’s security system before his rights had been revoked.

Sydney arrives at the airport and is picked up by Anna’s accomplice. Jack phones and informs her of the security breach and the possible intercept. When the impostor suggests that they help a stranded stranger, Sydney elbows him and tries to grab the wheel. The stranger fires gunshots at them and the jeep veers off the road and into a ravine.

Trapped under the jeep, Sydney watches as Anna takes the chip from her backpack. Anna says she’s going to pay Vaughn a visit and sets the jeep on fire. Sydney escapes in time.
In Zurich, Sloane tells Peyton that Rambaldi was influenced by a 14th century cleric named Joseph Pinara and that he needs Pinara’s manuscript to help him decode Page 47. He directs Peyton to a private bookseller in Geneva. When she retrieves the book, the clerk calls a superior and reports that someone is trying to make contact with him.

Anna arrives in Vaughn’s hideout and tells him about the chip. Vaughn points to a scar on his shoulder, and says his father told him was from a bike accident. He lets Anna open the scar. Embedded is another chip with Renee’s name on it. Combining the microchips together, they input the data in a computer and discover a map pointing to a Hamburg bunker. Vaughn suggests going with Anna, who immediately calls for transportation. Sydney arrives in Vaughn’s hut to see the helicopter depart.

In the APO office, Jack tells the team that Vaughn is alive. He shows them a photo of Vaughn and Anna at the Hamburg airport, and says that he’s with Sydney’s clone.

Anna and Vaughn stake out a jewelry store near the bunker. When Vaughn suggests they do what they did in Cartagena, Anna says she’ll follow his lead. Anna holds up the shop owner as Vaughn enters the bunker. As he picks up a file, Anna arrives and points a gun at Vaughn. She pulls the trigger — but Vaughn had taken out the clip. They fight. Vaughn, weakened from his seclusion, falls first. As Anna is about to kill Vaughn, Sydney arrives and shoots Anna dead.

In Zurich, Sloane tells Peyton that he needs to make peace with the past. He goes to a church with a Prophet Five guard and leaves a matchbook by the candles. As he leaves, Sark arrives to pick up Sloane’s message.

Syd and Vaughn realize that files contain Vaughn’s father’s research on Prophet Five. When Anna’s phone rings, Syd answers. Pretending to be Anna, she sets a meeting with Peyton. Before Sydney leaves, she embraces Vaughn and says goodbye once again. Later, Syd, posing as Anna posing as Syd, hops in the car with Peyton and hands her Renee’s microchip.

No Hard Feelings
Jack tells Dixon that Syd, posing as Anna to infiltrate Prophet Five, has put a tracker on the chip that she’s delivering to Peyton. He tasks Vaughn, who is still in Hamburg, to transfer the Prophet Five documentation.

Syd hands the chip over and remarks that her superiors must be happy. Peyton replies it’s an inconvenience and throws it in the wine glass. Having lost track of Syd, Marshall locates her via satellite. Vaughn follows Syd to the airport and secretly hands her a cell phone with a new tracker.

In Zurich, Sloane tells Prophet Five that he’s finished translating Page 47. He says that “the circle’ will be completed once the chosen one takes a rose from the San Cielo monastery in Italy. He also points out that their plan might not succeed because Anna is only posing as Sydney. Just then, Syd arrives as Anna and meets Sloane. She tells Sloane that she had killed Sydney Bristow. Sloane in turn tells her that she has to retrieve an artifact.

Marshall tells Rachel that he flagged a message from Korman, the man who supposedly killed Tom’s wife. When Rachel says Tom softened after seeing Korman’s family, Marshal notes that Korman has no family. Rachel asks for 24 hours to investigate before Marshal notifies Jack.

Dixon arrives in Hamburg and asks Vaughn how he faked his death. Vaughn explains that Prophet Five wanted him dead, so Jack arranged to inject him with sodium morphate, putting him in a coma until he was administered the antidote. As Dixon hands him a photo of Isabelle, Jack calls and asks them to be Sydney’s back up in Italy.

In Italy, Sydney discreetly chats with Vaughn at a newspaper stand. Vaughn tells her that there is no record of a monastery, so Syd asks them to stand by until she meets her contact. Sydney sees Sark in a betting parlor.

Rachel, in her car, sees Tom and Korman talk. When Korman leaves, Rachel approaches Tom and demands an explanation. Tom confesses that Korman, acting on orders from “The Cardinal,” killed his wife. Korman asked Tom to retrieve his CIA-impounded car in return for information. Rachel hacks into the Federal database and locates the car. Tom delivers it to Korman.
En route to Italy, Sloane, thinking he’s talking to Anna, asks how she killed Sydney. After she says she shot Sydney in the back, Sloane tells Peyton he wants to be the one to kill Anna.

At the parlor, Sark tells Sydney that the one-time monastery is now the La Fossa maximum security prison, and the rose is located in the Northwest isolation wing. Sark then triggers an explosion and pretends to rob the cashier. The police take Sark and Sydney in custody.

As Syd and Sark arrive at the prison, Vaughn and Dixon go underground to rewire La Fossa’s internal surveillance network and give Marshal access. They locate Sydney in the isolation wing. Sark fakes illness to escape from the guards and hacks into the system to open doors for Sydney. Sydney runs down to the basement and sees a mural of Page 47. An old man shows her a rose tattoo on his wrist.

Sloane arrives at the facility and asks the warden to release the two Americans. Peyton intercepts the guard’s phone call and gives approves the release of Syd and Sark.

The old man gives Sydney an amulet, calling it Rambaldi’s greatest gift and curse as it is a defiance of nature itself. Syd says she has to stop the people looking for it. The old man assures her that she can’t and says it’s is only a matter of time before “the light ends.” She runs back to her cell.

Peyton takes Sark while Sloane waits for Sydney in her cell. He tazer her and grabs the amulet. Sloane tells her that Sydney deserved better than an anonymous bullet and strangles her. Syd pushes him away.

In the APO office, Marshall remotely triggers an alarm to distract Sloane. A guard arrives and tells Sloane to leave. Guards refuse to let Sydney leave and beat her. Vaughn arrives to rescue her.

Tom meets Korman, who retrieves diamonds from his car. Tom asks why a hit was put on his wife. Korman says that Tom was the actual target. As Korman drives away, Tom presses a button on his watch and Korman’s car explodes.

In Sydney’s apartment, she and Vaughn watch Isabelle sleep. The phone rings – it’s Sloane. Sloane tells her that he knew “Anna” was Sydney all along and, thanks to her, they have everything they need.

Reprisal (Part 1)
You caught me Using the collected Prophet Five documentation, the APO team spreads out across the globe to identify its members and prepare for a mass arrest. Meanwhile, Sloane suggests to Sark and Peyton that they solidify their position in Prophet Five.

Tom goes to Rachel’s apartment. They kiss but Tom leaves abruptly. Soon after, Sark abducts Rachel and brings her to Sloane’s hideout. Marshall is abducted as well. Sloane asks Marshall to locate an underground cavern by accessing a federal ground-penetrating satellite. When Marshal refuses, Peyton tortures him.

Syd reveals to Carrie, Marshall’s wife, that he’s still working for the CIA. Carrie insists on providing technical support in Marshall’s absence. She immediately unlocks Marshall’s secured program that tracks Prophet Five.

Sloane confronts Sydney in the parking lot as she’s carrying Isabelle. He allows her to talk to Marshall. Syd tells Marshall to do what Sloane says and asks him to give a message to Carrie. Marshall asks Syd to tell Carrie to finish reading the book “The Littlest Fish” to their son.

Marshall tells Rachel that she should comply with Sloane’s demands, per Sydney’s request. He says that they should leapfrog across the network so they would not get caught in their hacks. Rachel understands they he really wants them to get caught. Rachel soon locates the central Italian cave Sloane is looking for.

Vaughn relays Marshal’s message to Carrie, who remembers that the lead character in “The Littlest Fish” is named Noah. She knows he means NOAA, the National Oceanic and Atmospheric Administration, which, she assumes, he’s currently hacking into. Carrie sets up trip wires to monitor government hacks and pinpoints Marshall’s location to Ixtapa. Jack sends a rescue team. Rachel picks her handcuffs using an underwire and frees Marshall. They run into the arriving APO rescue team.
At APO, Carrie says that based on Marshal’s tracker, the Prophet Five members are gathering in Zurich. Jack assumes that Sloane must be presenting the information that Marshall and Rachel uncovered. He assembles a strike team. Rachel mentions that Sloane is going to Umbria. Sydney realizes that he must be going to Mt Subasio.

Syd and Vaughn trek to the snow-covered mountains of Mt. Subasio. Descending into the cavern, Syd finds Sloane with the Rambaldi amulet. She can’t shoot him, however, because a gunshot will trigger a cave-in. Meanwhile, in Los Angeles, Sark sets a timer for a planted bomb.

At the APO office, Tom discovers that based on captured files, Sloane had a bomb planted in the subway system leading to the APO office. Jack tells them to evacuate the office and clear out the subway while Tom and Dixon sweep the tunnels. Tom finds the bomb, which is fail-safe. With no chance to dismantle it, Tom can only temporarily freeze the timer with liquid nitro. He freezes it repeatedly in order to delay the explosion. Each time, it continues counting down.

In Zurich, Peyton appears at the Prophet Five gathering. Instead of presenting them with the amulet, she sprays the room with gunfire, killing all the Prophet Five members.

With the tunnels cleared, Tom has no chance of making it to safety. He calls Rachel and tells her that he would have asked her out if he had more time. Tearfully, she says she would have said yes. The bomb explodes, killing Tom.

Sloane holds the amulet against the light. He tells Sydney she is not allowed to see it and shoots the icy ground she is standing on. Syd falls through and is rendered unconscious.

All the Time in the World (Part 2)
Vaughn finds an unconscious Sydney and administers CPR. In a flashback, Sydney recalls the time when Jack tells her that her mother has died and asks her to be strong. Syd regains consciousness.

Peyton tells Sloane that she was able to make a deal for the Rambaldi Sphere with their ally in Hong Kong. When Sark asks if they really want global genocide, Sloane orders two stolen nuclear missiles to be shipped to Hong Kong.

In a Sienna hotel, Sydney remembers playing with an odd set of blocks as a child — unwittingly excelling at a Project Christmas aptitude test. An amazed Jack tells her she is a special girl.

Later, Syd assumes Sloane’s involvement when she hears about the stolen missiles. She concludes that Sloane bought the missiles using the assets of the murdered Prophet Five members. Marshal then hacks into the Russian bank network. Using phone records and satellite telemetry, they locate Peyton.

Vaughn, Dixon and Sydney interrogate Peyton, who reveals that Sloane is targeting two cities with high civilian concentrations. Jack remarks that Sloane is not interested in devastation – he wants to profit from the reconstruction. Sydney also finds out that Sloane is in Mongolia.

While Rachel and Marshall try to hack into optical satellites to locate the missiles, they realize that Sloane has uploaded information from a contact in Hong Kong.

Sloane and Sark enter a Mongolian cave. Leaving Sark behind, Sloane descends to Rambaldi’s burial chamber. He places the Sphere atop Rambaldi’s tomb. Above it appears the red hovering ball.

Vaughn, Syd and Jack infiltrate the camp above Rambaldi’s tomb. Syd sneaks into the underground chamber and holds Sloane at gunpoint while Vaughn and Jack fend off Sark and his men. Syd grabs the Sphere and the liquid from the hovering ball splatters. As she’s about to destroy the Sphere, Sark arrives holding Vaughn and Jack at hostage. It’s a standoff.
Sloane moves first, shooting Jack. Syd drops the sphere to go over to Jack while Vaughn dispatches their captors. Syd shoots Sloane. He tumbles into the red liquid on the tomb, dead. Sark makes off with the Sphere.

Syd flashes back to the moment she told Jack that she started working for Credit Dauphine. Displeased, Jack tells her to quit immediately. Confused, Sydney argues that she’ll do what she wants.

Up top, Syd and Vaughn revive Jack, who’s badly wounded. Vaughn tells Dixon that Sloane has died and that Sark must be headed to Hong Kong. The contact, Vaughn says, is Irina Derevko.

When Marshall reports that he can’t stop the missiles, Jack tells Syd that only she can stop her mother. He adds that he never wanted this life for Sydney, but she was too strong to let anyone stop her. Syd tells her father that she loves him and reluctantly leaves.

In Hong Kong, Sark tells Irina that the missiles are ready. She tells him to target London and Washington D.C. Sydney arrives. Irina tells her that power is the only currency – and through Rambaldi, she can have it forever. Syd and Irina fight a ferocious battle. Meanwhile, Vaughn shoots Sark, who agrees to stop the launch in return for his freedom.

In Mongolia, Sloane rises, his mortal wounds healed. Jack, strapped with explosives, confronts him and swears Sloane will never hurt Sydney again. Sloane scoffs at him, saying he’s now immortal. Jack knows Sloane can’t die, but he can make sure Sloane never makes it out of the cave. He triggers the explosives.

After a pitched battle, Sydney kicks Irina onto a glass skylight just out of reach of the Sphere. Although Syd urges her mother to crawl back, Irina stretches for the Sphere. Tiny cracks spread through the glass. Irina falls through to her death.

In the cave, Sloane is buried in the rubble. Nadia’s ghost appears to tell him this is where he’ll spend the rest of eternity. When he says at least she’ll be with him, she fades away. He screams, alone in the darkness.

Years later, a 7-yr old Isabelle plays in front of her beach home as Vaughn and Syd greet Dixon. He asks Syd to help capture Sark. Vaughn suggests they all go for a walk. Meanwhile, Isabelle finds the Project Christmas building blocks and effortlessly connects them. Syd calls her and she runs out to walk with them on the beach… The End



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