The episode begins with a Monroe Republic officer walking into a trailer full of electronics, including radars. He and a colleague appear to be drone pilots. In Ashland, Kentucky, the Rebel-Georgian Coalition camp, Nora and Miles are in bed together. Nora starts to get dressed and Miles wakes up to catch her about to leave. Nora says them sleeping together was a mistake. She thinks that the odds are that one of them will die in battle against the Monroe Militia. Tom Neville confronts his son Jason. Tom knows Jason hates him, and puts a pistol in Jason’s hand. Tom wants Jason to squeeze the trigger to kill Tom, but Jason tells Tom to back off. Jason walks away.
Charlie follows him and tries to console him. Jason wants desperately to get away from Tom. Charlie tells Jason she kind of understands, since she also has a rough relationship with a parent (her mother). Rachel thinks Ben knew that Aaron was special. Ben protected Aaron and kept him around whenever Ben and Rachel moved and Ben also gave Aaron the pendant when the Monroe militia finally found him. Since Aaron won’t leave Rachel, she has to resort to an extreme option to fix her leg. Charlie and Jason hear a drone plane in the sky, and they run to run a warning bell. Two drone planes fire missiles into the rebel camp. Flashback to 7 years after the blackout; Rachel arrives to meet Miles. Miles had invited Ben to join him and Bass.
Miles wasn’t expecting Rachel. Miles asks if Ben can turn the lights back on. Rachel insists that she is just as knowledgeable as Ben, if not more so. She was the project lead. Ben has no interest in turning the lights back on, but Rachel does. Miles tells Rachel that he’s going to try to get Ben anyway. Back in the present Nora is trapped in rubble and Miles pulls her out. The two of them look for Charlie. Aaron looks over the schematics in the leather book and rummages through an abandoned store for spare computer parts. He doesn’t quite know what he’s building. Rachel tells him that there’s nanotech in the capsule she cut out of Danny. The nanites fixed Danny’s lung tissue and kept him alive. It can be re-programmed to stitch bone and heal skin. Or, the nanites can also become much more destructive.
Miles’ brigade has gone from 300 men to 30. Hundreds of Monroe Militia troops are approaching from the north to finish off the remnants of Miles’ forces. Miles orders evac; everyone who can walk must get to the boats. Those who can’t walk will be left. Miles is going north to find Charlie. Nora joins Miles. In a surprise, Tom Neville also joins Miles, saying that his wife would never forgive him if he let Jason die alone. In Philadelphia, Captain Jeremy reports to Monroe that the drones are winning. Even if Miles survived, he has no more men to command. Jeremy convinces Monroe to join him and other senior officers at a party across the street. However, on the way, a sniper shoots at Monroe.
Aaron is able to assemble a computer, turn it on, and program the capsule. He drops the capsule into Rachel’s wound. After some agony, Rachel’s wound heals itself. A few armed men witnessed the wound heal and abduct Aaron and Rachel. They are taken to a teenage boy who is seriously injured from a fall off of a horse. Rachel says she can help if they allow her to go back to the computer shop. Jason is rescued. He’s able to tell Miles that Charlie is trapped inside a collapsed clock tower. Jason is seriously wounded and wants them to leave him to die. Tom says he’ll get Jason out and tells Miles to go find Charlie. Miles wishes Tom good luck. Flashback to Miles trying to find Ben; he and his men are at a cabin in the woods, but Ben isn’t there. Rachel tells Miles that she doesn’t know where Ben is.
She also tells Miles that she and Ben are ashamed to call Miles family. They heard about Miles as the “Butcher of Baltimore”. When they were younger, Miles and Rachel had a “cheap” fling and she has always regretted it. Back in the present Monroe thinks Jeremy set him up to be shot. Jeremy lectures Monroe, saying that even if Monroe conquers the entire continent, he will be all alone. A shot is heard as Monroe closes the door. At the computer shop, Rachel knocks out the man with the injured son. The son’s injuries are too far gone. Aaron wants to try to help, but Rachel refuses, saying the goal is to get to the Tower and kill Monroe, not help random people along the way. A squad of Monroe militia finds Tom and Jason.
With some fancy shooting, Tom is able to pull his pistol and dispatch the entire squad all by himself. Miles wants to go rescue Charlie, but Nora tells him she selfishly wants Miles to live because she doesn’t want to lose him. When Miles refuses to abandon Charlie, Nora runs out as a diversion. Charlie is able to make it out of the rubble and run away as the soldiers are distracted. A Monroe militiamen tackles Charlie to the ground and is about to kill her but Miles comes in just in time. Charlie hugs Miles. Afterward, Miles looks for Nora and screams her name. Flashback to Rachel telling Miles that she doesn’t know where Ben is; Miles has her tied to a chair and it appears that he’s about to torture her. Back in the present, Monroe’s would-be assassin is caught.
It was a Georgia spy who confessed and was determined to be acting alone. Monroe is surprised that there was no co-conspirator and perhaps regrets having Jeremy executed. Jason awakens in a hospital bed. Charlie is in the room waiting next to him. Charlie tells him that they are in Atlanta and that his dad saved him. Each of them thought the other was dead back in Ashland. The two of them share a kiss.
Tom walks to Jason’s room but witnesses the kiss from the hallway outside. He doesn’t look pleased. In Atlanta, Miles wants to go find Nora, but President Foster won’t allow Miles to risk his life. Foster has lost half of her army and many of her cities are being bombed to rubble by the remote drones. Foster asks Miles for any brilliant ideas, or Foster will have to surrender to Monroe. Monroe has captured Nora. The episode ends at this point.