A man, Seth Hughes, is walking down the street and stops at a storefront. As he stares at the numbers on the audio display, he takes out his cell phone. Seth then petrifies and falls over.
Duke and Audrey are having coffee at her apartment and Duke realizes that she decided to maintain her fake ID when she realized they'd want her to kill Nathan if they knew she was still Audrey. Audrey assures Duke that she's the still the same Audrey who helped the Troubled. However, unlike her previous lives, she remembers Lexie. Nathan pulls up outside and Audrey makes Duke promise not to tell him who she really is. Duke agrees but warns that Nathan will eventually figure it out because he cares about her. He says that he'll work on a plan to keep the Guard from killing Nathan while Audrey works on fooling Nathan.
Nathan comes in with coffee and Audrey tells him that she likes spiked coffee. He tells her that they've got a call on a possible Troubled, but Audrey says that she can't because the department cleared all of her paperwork. Now she has to go down and redo the paperwork. Duke hastily backs her up and says that he'll help Nathan with the call. Nathan wonders what he's doing and Duke says that he should help because Dwight is out of town and the Guard wants Nathan to be working with Audrey so he'll need Duke to watch his back. Nathan reluctantly agrees and they head out.
Wade takes Jordan to Duke's ship and they go to the main cabin. When he tries to kiss her, Jordan reminds him of what happens someone touches her, and he says that he's willing to give it a try. She refuses and Wade wonders why they're there, and Jordan says that she needed to trust him. Jordan tells Wade that his father gave him the power to end the Troubles. He wants to be the solution, and Jordan says that first he needs to help her with a few things and then she'll show him real power.
Nathan and Duke get to the crime scene and meet with Gloria, the new ME since Lucassi left town. Gloria explains that Seth left the bakery and got rigor mortis. She also has an intern, Vicki, who is Troubled. Gloria informs them that she's going to write off Seth's death as a stroke. Rebecca comes over and says that the witnesses saw that Seth received a text message just before he died, and Nathan figures that a Troubled person is responsible.
Vince catches up to Jordan as she walks down the street and finally orders her to stop and listen. He says that they have to wait until Lexie falls in love with Nathan and then kill him. Jordan is skeptical and Vince says that he knows about her plan to get Wade to kill Lexie and end the Troubles. Jordan says that she's sick of the people using her and she wants it to end. Jordan starts walking and when he refuses to let it go, she touches him and shocks him into unconsciousness, and says that she can't wait anymore.
Rebecca shows Nathan some papers that Seth had for a new Trouble-free private school in Haven, Still Water. Nathan tells her to find out what they can about the school and tells Duke about it. Duke points out that people are starting to adapt since the Troubles aren't going away like before. Vicki comes over and gives them Seth's phone, and Nathan hesitantly takes it.
A cop, Tater, gets a call when he's at a video store taking a statement on a robbery. While the owner Paul Krebs follows Tater out to complain, Wade pays for a camera-pen voice recorder and leaves.
Tater arrives at the crime scene and checks on the phone, and tells Nathan that the phone wasn't connected to anyone at the time of death. Nathan tells him to take it back to the station to check the sim card, while Rebecca says that Seth was buying supplies for a meeting at Still Water to get parents to commit. They figure that someone wanted Seth dead to stop the meeting. Tater gets on his bike and freezes, and when they go over they discover that he's petrified, just like Seth. He's staring at the computer screen on his bike and they realize that someone sent him a text message using it. Nathan has Rebecca notify all cops to stop using their radios and to get a visual on Still Water.
Duke's phone rings and he nervously takes the call once he's sure that it isn't a text message. He tells Nathan it's a friend and hangs behind, and tells Audrey what happens. Duke wants her to check on Still Water from the station and gives her the names. As she takes down the names, Wade comes in and asks for a permit for a fireworks show. He gets the paperwork and goes into Nathan's office. As he looks around, Audrey sees him and he claims that he was trying to find a desk. She tells him to go to the waiting area and Wade goes... after leaving one of the camera-pens behind.
As Nathan and Duke go to Still Water, Duke makes an excuse for Audrey to stay off the case. Nathan points out that Jennifer packed up her things at Audrey's apartment, and asks Duke what he said about loving Audrey that day at the barn. Duke hesitates and Nathan says that it's okay, and he wants him to keep an eye on Lexie once Nathan is dead. Nathan repeats his promise to end the Troubles by sacrificing himself.
Nathan and Duke talk to the Still Water principal, Chet Lawson, and admit that Seth died of a Trouble. The principal insists that's why he's starting a school that is Trouble-free. He gets a call on his cell phone and discovers that it's showing a countdown... and the computer and the wall clock are doing the same thing. He points it out to Nathan and Duke, but they don't see anything. When the count reaches zero, the principal petrifies and falls over. Rebecca comes in and Nathan posts her on the door and tells her to send any parents coming for the meeting home. She mentions that her son Dylan can't start his tennis match because the coach says that the scoreboard keeps displaying a countdown even though it's fine, and Duke and Nathan head out to check it out.
At the school gym, Nathan and Duke talk to Coach B. He insists that the scoreboard keeps counting down, even though it looks normal to them. Nathan has him confirm that he sees all of the other digital clocks doing the same things.
Jordan goes to a barn on the outskirts of town where she has tied up Vince. She offers him some water and he refuses it, warning her that she's making a mistake. He explains that the Troubles came back in June 1981 and everyone was in serious trouble before Lucy arrived. Vince was terrified that his wife would suffer from the Troubles, and he activated Simon Crocker with his own blood. Jordan is shocked to learn that Vince is Troubled, and Vince explains that he had Simon kill his father-in-law to save his wife. Later, he managed to kill Simon with Lucy's help. Vince warns Jordan that because of that, he became a monster worse than anyone with the Troubles. Jordan takes in the new information and walks outside.
Wade returns to Duke's ship where Jordan is waiting and brings up the visual feed from the camera-pen in Nathan's office and the other in the station bullpen. He complains that watching is dull and suggests that they kill some time together, and puts on a pair of rubber gloves. She says that she's willing to try and Wade caresses her. Before he can go further, Lexie comes in and Jordan tells Wade that they need to focus. Wade reluctantly backs off but demands to know how he can stop the Troubles. She tells him how his curse lets him become stronger after absorbing Troubled blood.
Nathan and Duke return to the police station with the coach as the store owner, Paul, complains about how Tater didn't take his statement earlier. Audrey tells them that she's put away everything with a digital screen, and Duke hopes that if the victim can't see the countdown then he won't die. She notices a thermometer and realizes that she can see the countdown as well. They bring the coach in and he says that he can't see anything... and then petrifies. Audrey looks at the thermometer and sees a new countdown at 15 minutes. They confirm that Nathan can see the countdown... meaning that he's next.
Audrey realizes that Nathan's countdown started the same time that the coach died, and that he has the same amount of remaining time that the coach did. They try to work out the connection between all of the victims. Meanwhile, Wade and Jordan watch on the camera-pen. She plays back the recording and realizes that the clock on the wall shook when Paul passed nearby it. Jordan realizes that he's Troubled.
Duke and Nathan try to work out where the coach had been and remember that he said he got a video camera repaired. Audrey remembers that Paul owns the electronic store where the coach went, and that he was there earlier filing a report when Nathan and Duke came back. As Duke goes to find Paul, Nathan realizes that she called Tater by his nickname. Audrey glosses over it and says that Paul was ordered by the robber to sit motionless for a thousand seconds--15 minutes--and that set off his Trouble. Nathan again notices that she seems strangely well-informed and realizes that she's Audrey, and Audrey admits that it's her. They hug and Audrey explains that she couldn't tell him because everyone wanted Audrey to shoot Nathan, including Nathan. Duke comes in and Nathan realizes that he knew. As Audrey tries to find Paul, Duke tells Nathan that he was trying to keep him alive. Nathan insists that he wanted to die, and Duke admits that he doesn't want him to die even if it will stop the Troubles.
The trio go to Paul's store and discover that he's gone. Jordan steps out with a gun and tells them that she's made sure that they won't find him. She overheard them talking about how Audrey is really Audrey, and tells her to kill Nathan. Audrey refuses, insisting that she's Lexie, and distracts Jordan long enough for Nathan and Duke to draw their guns on her. She points out that if they kill her then they'll never find Paul, and tells Audrey to make Nathan's remaining four minutes count by killing him.
As time continues counting down, Nathan offers his gun to Audrey and tells her to end the Troubles. She tells Nathan that she knows what Howard says, but they have to find another way. Audrey goes in the back to call for Paul, while Wade comes in. Duke realizes that Wade knows about the Crocker curse, and Jordan tells Wade that things have changed and there's a better way to stop the Troubles. Audrey comes back and Jordan threatens to shoot her, but Audrey points out that she can't shoot her or Nathan without ending their chance to stop the Troubles. Jordan lowers the gun while Audrey finds Paul in the back.
Wade goes over to get Paul's blood, and Duke stops him, insisting that he's trying to protect him. Angry, Wade walks out. Meanwhile, Audrey tells Paul that he's Troubled and putting a countdown on people. Jordan speaks up and says that if Paul keeps the countdown going then Audrey will have to kill Nathan before he dies. Duke is ready to shoot her for interfering, but Nathan says that she just wants the Troubles to end and it's not her fault.
Wade goes out to his car and takes a swig of alcohol.
Audrey realizes that all of the victims were trying to slow Paul down in some way. He explains that the thief took a bracelet that he had for a friend, Ellie. Duke realizes that Paul wants to have more with her and they tell Paul to call Ellie and tell him how he really feels. With 15 seconds left, Nathan tells Audrey to kill him before it's too late. Paul calls Ellie and Audrey has him invite her off for coffee. She agrees at the last second and the countdown stop.
Wade braces himself and goes back inside. As Paul goes to the door to lock up, Wade stabs him and then covers his hand with blood. His eyes turn silver and Nathan draws on him, while Jordan calls an ambulance for Paul. Duke grabs his brother, who says that now Duke isn't the only special one. He walks out and Duke tells Nathan to let him deal with his brother. Nathan reluctantly agrees and Duke goes after him.
Jordan goes back to Vince and frees him. He realizes that Wade has activated, and Jordan admits that the town has turned her into a monster. She asks about his wife, and Vince explains that his wife left him when she learned what he did in her name. He says that some couples aren't meant to be, and Jordan mutters that some are. She then tells Vince that she's leaving Haven to make a new start and walks out.
Later, Nathan meets Audrey at the station and tells her that Paul will recover. The both hope that he'll fulfill his romance with Ellie. They joke and Nathan says that it's good to have her back. She wonders why and finally admits that Nathan screwed everything up by shooting Howard after she made her decision to go back into the barn. Now she has to kill him and she won't do it. When Nathan said that he thought it was his decision, Audrey says that she loves him and it's her decision, and walks out.
Jordan finds Wade and explains that she's planning on leaving Haven. He asks if she wants to celebrate and puts on the rubber gloves, but Jordan says that it wouldn't be a good idea. Wade asks how he can end the Troubles and Jordan says that she was wrong and he can't. He doesn't believe her and Jordan says that she made a mistake. Jordan apologizes and Wade thanks her for telling her how to experience true power. He's realized why he's in Haven and then cuts her leg and coats his hand with his blood. He grabs her and demands to know what the plan is, but she refuses to be the monster. Wade tells her that she is and stabs her in the chest, killing her. He stares at himself in the rear-view, basking in his power.