Syd goes into room 47. She says Oh My God. She sees Will. She sees St. Aidan's flakes cereal in front of her. She pulls out of the dream. They gave her adrenaline she was going out again. Syd comes out of it saying Will. Jack wants to contact witness protection. They debate contacting Will. Jack says contact him. Syd says it is a danger to him. Jack argues that he may know something. Sydney didn't debrief him. Vaughn asks what Syd was struggling over toward the end. She says she fought herself. She killed herself. She told herself that The Covenant was responsible. That she wanted to not remember. Jack tells her that Dr. Brezzel says based on the data he compiled it looks like her memories were extracted and that however they were extracted she was likely a willing participant. None of them understand this.

Sloane meets with Vaughn and Jack. Sloane says that Lindsey is still going for it. Jack wants Sloane to make the call setting up the trade. Syd is to contact Sloane when she is ready to return. Vaughn tells Sloane that Syd's life is in his hands. If she gets hurt he will kill him. Sloane tells him not to worry he loves her too.

Will is on a construction site. A buddy talks to him and goes to lunch. Syd enters the site. She watches him. She says hi. He looks at her. She says I know. He gets up. She says listen. He says you're dead. She wants to tell him everything. She asks if there is somewhere they can talk. He says yeah, sure, let him go get his stuff. He pulls a gun out of his tool belt. He says Syd died in a fire 2 years ago. She says she knows. He says he knows about project helix. She says she is not a double. She says her father knows his case officer. He asks what the case officer's name is. She doesn't know. He demands that she get on her knees. He is going to call Langley. She pleads with him not to, it'll burn her. She says when they thought he was a double he asked her to ask him something only Will would know. Ask her something only she would know. He asks Syd what happened on the day of his interview for his job as a reporter. She says he bumped into someone on the elevator, they spilled coffee on him, he freaked the editor said it made him look like a working reporter and he got the job. He lowers the gun; she grabs it and says that he knows that if she wanted to hurt him she could. He is her best friend, her oldest friend. He asks what she is going to do to him. She throws down the gun. They hug.

Sloane walks through the rain and gets in a car. He tells Lindsey that he found a marksman. Lindsey asks how much. $500,000 wired to an account that Sloane gives him. Lindsey says there is no margin for error. If Syd survives this he will turn over the dossier on his activities to the Justice Department.

Dr. Brezzel works at a computer in New Haven. Someone knock on his door. It is Sark. Sark asks if he is Dr. Brezzel when he says yes, Sark shoots him in the leg. Will tells Syd that he woke up in the bathtub and crawled out of the fire. Syd tells him that Allison is still alive. That a group called The Covenant kidnapped both of them set the fire. Will says that he always thought of himself as a pacifist, but if he had the chance, he'd kill Allison. Syd tells him that he's a last resort. She tells him about the dream therapy. She tells him about St. Aidan. Will tells her that St. Aidan was a contact of his when he was doing research. He would only make contact with him. He would only meet in person. Will tells her that he dialed a number in Bucharest then punched in a confirmation code. He would call back. And verify a meeting.

Sark has Dr. Brezzel on a table. Sark says he has to know what Syd told him. Dr. Brezzel babbles about a brunette. Sark slaps him. He asks for morphine. Sark says talk to me and you'll get more. Dr. Brezzel says that Syd saw her friend in her dream. That the father said that they would contact witness protection. Dr. Brezzel then asks for morphine. Sark turns the drip on way much. Dr. Brezzel says not so much then begins to moan.

Vaughn and Jack talk to Lindsey. They present him with details of their (fake) "research" that leads nowhere. Lindsey says he reread his file. He was captured in 1982. They held him 2 weeks and never figured out he was American. Jack tells him that they are talking about the fate of his daughter. Lindsey asks Jack where he thinks Syd is. Jack says don't do this. Jack belts Lindsey. They haul Jack off.

Syd and Will talk. Will says are you kidding, I love this stuff. Marshall tells Lindsey that they can't verify that it was the Covenant making the demands. Lindsey says so it wasn't them. But Marshall argues that the fact that they can't trace it is evidence that it is. Marshall pleads with Lindsey to bring Syd back safe.

Syd oversees Will's meeting with St. Adian. The man coming out of the shadows is Lazaray. He tells Will that he wouldn't be there at all if he didn't need something from him. Will asks about the Covenant. Lazaray says he can't talk about Covenant. Syd tells Will to tell him that Julia Thorne sent him. Syd tells him to use the name Lazaray. He does. Syd relays a message. Will tells him that Julia Thorne needs to talk to him. Lazaray doesn't believe it. Then he asks if they found it. She doesn't know what he is talking about. A van careens in. It is Sark. Sark shoots Lazaray with a dart. There is a shootout between Will & Syd and Sark. Syd rescues Will in a car. They get away from Sark.

Syd says she can't make sense of it. They tranq'd him. They wanted him. Syd and Will are drinking. Will says that this is vague. Syd says it's Sloane it has to be Sloane. Will tells her she has been going over this since the beginning of time. She'll find it.

Jack and Vaughn are in shackles and being transported. Jack tells Vaughn that they have both survived through the death of the woman they loved and her not really being dead. Jack tells him that he won't have his daughter becoming Vaughn's mistress. He tells Vaughn to push her away.

Syd and Will are still drinking. They talk about Syd working with Vaughn's wife and that she doesn't hate her she's nice but she still loves him. Will says that sucks. Syd says that considering everything she's pretty normal. She tries to be honest but she's never been a depressed person until now. And it's not just Vaughn; it's him and Francie. She begins to cry. She says she's just alone. Will comforts her. They hold each other. Syd begins kissing him. He kisses back.

Buenos Aires, Sloane meets with the marksman. He tells him it is a government person. That when he knows he'll tell him. The marksman makes a crack about just when he believed the humanitarian stuff. Sloane says he should know better than that.

Lazaray is strapped in a chair. Sark comes into the room and closes the door. He sits down and studies the man. Lazaray asks who he is. Sark says he abandoned him. The vague recollection of him is of an abusive man. The fact that he left him $800 million should he go on? Sark says "hello daddy." Lazaray asks if it wasn't enough, is he not grateful. Lazaray says that he is a ROMANOV by blood. And so is Sark. That's why he staged his death. To give him the inheritance was rightfully his. Sark tells him that the inheritance now finances his employer, The Covenant. Lazaray whispers Julia, the covenant, they are true evil. Sark wants to know what he said to the man he met with. Lazaray calls Sark pathetic. Sark lights a blowtorch and says he'll give him a moment to remember what he said. He asks again. Lazary says you wouldn't do something like this, not to your own father. He holds the blowtorch to Lazary's face and he screams.

Syd and Will are cuddling. She says Lazaray asks about Gratz. Will says if you had something today where would you have it. They assume they are talking about data. Someplace not protected. She searches the Internet. And finds a hotel. We see Allison smoking a cigarette. Sark comes out and says the same hotel (sorry can't spell it).

Will and Syd arrive at the hotel in disguise. They portray British rockers. They are shown to a suite. The bellhop shows them around. Will and Syd ask for Champagne. Syd gives will a look after the man leaves and tells him that was over the top. Will brags about his accent. Syd manipulates the system and gets past the firewalls. She sees if she was ever there. Julia Thorne is on the list. Box 23. She looks for a floor plan on line and finds it. They leave the hotel suite and go to the sub-basement. They get past the security and find the box. Syd uses a special lipstick to break through the box. Inside the box is a small box. Sark is on the opposite side and draws it away with a magnet. Syd and Will split up and go after Sark. Allison and Will fight. Syd goes after Sark. Syd takes Sark down. Sark drops the box. Allison holds a knife to Will. Will says this is for Francie and stabs Allison. Syd runs up and says they need to get out of there. They leave.

Syd calls Sloane and tells him she's ready. Sloane tells her that Lindsey has her father and Vaughn. He says that they need to go forward with the trade as planned so that Lindsey believes that The Covenant had her. Syd tells him that he is to not end up with the Rambaldi device. That it is to be put into a van.

Weiss receives a call from Syd. Syd needs a favor. She tells him that the Rambaldi device is really going to Sloane and to watch the feed and keep an eye on the van at all times. It must be tracked. Lindsey learns that "the covenant" has the device. That Bristow is approaching the docks. She gets out of a car and walks to Lindsey. The marksman watches from overhead. He tracks Syd. Lindsey tells her that he is relieved that she is safe. Syd sees the laser sight. Lindsey is shot before she can react.

Syd meets with Sloane. She accuses Sloane of murdering Robert Lindsey (if she only knew). She opens the box with the device. Nothing but spare parts. He says that he followed her protocol exactly. She says that this is his end game. Sloane tells her that Lindsey pulled a switch.

Syd walks into the office. She stops and eyes Dixon. She tells Vaughn that everything seems to be falling back into place. She thanks him. He says he has to go meet Lauren.

Marshall reveals the contents of the box that Syd had in the hotel safe. A vial with live human tissue. And the inscription Milo Rambaldi. Will is about to leave. He and Syd talk. He says that killing Allison didn't provide closure. There wasn't satisfaction. She advises him to leave the country because the Covenant knows he is alive. He says he is going back to Wisconsin. He says they will see each other again.