[The story opens in an office building. Three men step into an elevator rigged with explosives. The explosives are detonated and the elevator plunges to the bottom, killing the men. At the bottom, the elevator door is opened. Sark steps inside, pulls a wallet out of one man's jacket, and leaves. At Ops Center, Kendall and Jack discuss the elevator incident. The wallet stolen by Sark belongs to a man named Luri Karpachev, a Russian arms dealer and a former contact of Irina's. Jack tells Kendall that he will question Irina. Jack proceeds to Irina's cell and informs her that he believes Sloane had Karpachev murdered and asks what he may have been looking for. Irina questions Jack as to why he hasn't convinced Sydney to leave the CIA. Jack comments that Sydney is stubborn and refuses to resign until Sloane is caught. Jack again questions what Sloane was after. Irina tells him that Karpachev had come into possession of a Rambaldi manuscript, which detailed a study of the human heart, and Sloane believed it was being kept in Karpachev's safe. Irina tells Jack that, to the contrary, Karpachev sold the manuscript to another of Irina's former contacts in Bangkok. Jack and Irina propose a plan to locate and steal the manuscript, then set up a purchase with Sloane, at which point they could nab Sloane and Sydney would be free to leave the CIA.]

Setting: L.A. - A local ice rink. Vaughn is coaching Sydney on hockey basics. As Sydney stands on the ice with a hockey stock in hand, Vaughn skates around her as he displays his puck-handling skills.
Vaughn: Okay. They key, obviously, is balance, right? So don't worry so much about the puck and just make sure your feet are planted on the ice and then . . . .
[Vaughn shoots the puck into the net.]
Vaughn: . . . . . just a nice follow-through.
Sydney: Show-off.
Vaughn: (smiling) Yeah, a little bit.
[Vaughn skates off into the net to play goalie and passes the puck back to Sydney. Sydney sets up and begins skating toward the net. Vaughn does a play-by-play.]
Vaughn: Bristow's got the puck. She's crossing the blue line. She's at the top of the circle. She shoots! . . . . she scores!
[Sydney crashes into Vaughn and he catches her.]
Vaughn: (laughing but impressed) What----Oh my God! What was that?
Sydney: I didn't say that I was completely incompetent.
Vaughn: You've done this before.
Sydney: No, I told you, I haven't skated since I was five.
Vaughn: I don't believe you.
Sydney: Swear to God. My mother took me.
[The mention of Irina creates a brief, awkward silence as they look at each other.]
Vaughn: Well, you're better than you should be.
[Vaughn begins skating in a circle around Sydney.]
Sydney: Sooner or later, we're going to have to have a conversation about my mother.
Vaughn: There's nothing to talk about Sydney. There's nothing to say. We both know what happened. What is there to say?
Sydney: I think a lot.
Vaughn: Nothing I want to talk about.
Sydney: I'm sorry.
Vaughn: (shaking his head) Don't be sorry. Don't ever be sorry for her.
[Sydney's cell phone rings.]
Sydney: Hello. Yeah. Okay.
[Vaughn looks frustrated and annoyed by the phone call.]
Sydney: (with a reluctant look on her face) I have to go in?
Vaughn: (sarcastically) Of course you do, it's your day off. (he sighs) All right, I'll see you later.
[Vaughn gives her a quick kiss on the cheek, then charges down the ice as he maneuvers the puck.]

[Sydney then arrives at the ops center where she is called into a meeting with counter-intelligence threat analyst, Mitchell Yeager. She is asked to a thumbprint sample and sign a confidentiality agreement and is told that disclosure of their conversation will be considered a felony. Yeager asks if she knows a man named Vladimir Pograski and shows her a picture. Sydney replies that she does not know him. Yeager questions Sydney about Vaughn's behavior when they were in France (use of payphones, cigarette purchases, etc.) and then inquires if Sydney and Vaughn are intimate. She tells him it's none of his business and asks what's going on. Yeager explains that he is investigating Vaughn for making contact with a number of unapproved foreign operatives, including Pograski, a former KGB assassin. Sydney defends Vaughn. Yeager tells her that Vaughn is unaware that an investigation is under way and that if Sydney informs him, she will be considered a suspect as well and once again inquires if Sydney and Vaughn are intimate.]

[Meanwhile, Jack tries to convince Kendall to set up a meeting with Irina and Sloane. Jack tells him he'll serve as Irina's escort. They'll steal the manuscript from the contact in Bangkok and then use it to bait Sloane. Kendall still distrusts Irina but Jack assures him that if she is lying, he'll know it. Kendall approves the op but insists that Irina be injected with a sub-dermal tracking device to keep her in check.]

[Yeager continues to question Sydney about Vaughn's purchasing habits and cell phone usage, then asks if she has access to Vaughn's personal laptop computer. Yeager insinuates that Sydney and Vaughn are living together but she immediately tells him they are not. Yeager goes on to say that they believe Vaughn downloaded a decryption program name Xenon to his personal laptop computer. In doing so, he would have broken the law. Yeager then requests Sydney to make a copy of Vaughn's C-drive and return the copy for further analysis. Sydney adamantly defends Vaughn, stating that he is not a traitor. Yeager interjects, saying that he knew Sydney's mom and had spent time with her several years ago at official agency functions. He comments that Irina was a charming woman, not at all what she seemed to be. Sydney angrily replies that it's a mistake to confuse Vaughn with Irina. Yeager reminds her that Irina killed his father. Sydney refuses Yeager's request to spy on Vaughn. Yeager asks where her priorities lie: with National security . . . . . or her new boyfriend. Sydney leaves the meeting and bumps into Weiss. She asks him if he's seen Vaughn. Weiss replies no and mentions that he's been called into a briefing and questions Sydney if she knows what it's about. Sydney replies no and they part ways.]

[In a Bangkok nightclub, Irina, with Jack as back-up, forces information from her former contact, Ilva Stuka, on the location of the Rambaldi manuscript. Stuka tells her he sold it to a contact in Hong Kong. Jack and Irina escape from the club safely and board a plane to Hong Kong. Irina tells Jack that word will eventually get back to Sloane that she was in Bangkok seeking the manuscript. She and Jack then reminisce about the old days when Sloane and he worked for the CIA and were good friends. Jack comments that Rambaldi corrupted Sloane. Irina admits that there was time when she too was consumed with Rambaldi. Jack tells her that raising Sydney is what kept him grounded and away from the Rambaldi obsession. Irina then thanks Jack for raising Sydney.]

Setting: Sydney's apartment. Vaughn stops by and questions Sydney about Irina being sent on a operation.
Vaughn: Did you hear about your mother? The operation they sent her on?
Sydney: Yeah.
Vaughn: How'd you find out about it?
Sydney: My Dad told me.
Vaughn: Was it courtesy . . . . . . . . or what is it part of . . . . .
Sydney: No, he just told me.
Vaughn: Isn't that weird to you? That they wouldn't involve us at all. I mean, the decision to reintroduce Irina Derevko to the world and we're not consulted.
Sydney: We can't be a part of very operation.
Vaughn: Well this one we should've been.
Sydney: I wouldn't read into it.
[Sydney flashes a smile in an attempt to ease his concern. Vaughn returns the smile.]
Vaughn: You mind if I use your shower?
Sydney: You don't have to ask.
[They share a kiss then Vaughn heads into the bathroom. Sydney's face changes from a smile to concern as she glances at Vaughn's briefcase. While he showers, her curiosity and doubt get the best of her. She opens his briefcase, pulls out, and opens the laptop computer which powers up.]

[We then see Will and Francie sitting eating dinner. Will confesses to Francie that Sydney works for the CIA and that he is an analyst. The scene suddenly flashes to Will and Francie in bed. Francie is sleeping as Will abruptly sits upright, awaking from what had been a bad dream.]

Setting: Sydney's apartment. Will walks out of his room and into the kitchen. Vaughn, presumably having spent the night, sits at the kitchen counter reading the newspaper.
Will: Hi.
Vaughn: (with a sheepish grin) Good morning.
Will: Where is everybody?
Vaughn: Sydney went to work. Francie left about 20 minutes ago.
[Will takes a bottle of orange juice out of the refrigerator and pours himself a glass. As he does so, he sighs heavily.]
Vaughn: You okay?
Will: No, actually I'm not. I had this dream that I told Francie everything I knew about the agency.
Vaughn: What do they have you working on?
Will: I'm analyzing drug trafficking in the Panama Canal and I'm reading data and downloading information off the KH-12 satellite.
Vaughn: Exciting, huh?
Will: Yeah, I guess. Why?
Vaughn: Well, cause it's common to dream about work, have anxiety about keeping it secret. Especially in the beginning.
Will: Really?
Vaughn: Goes away though.
Will: The excitement?
Vaughn: No, the dreams.
[Vaughn drops his head, looking somewhat troubled.]

[In Hong Kong, Jack and Irina, posing as journalists conducting an interview, infiltrate a residence, render the owner of unconscious, and successfully steal the Rambaldi manuscript.]

Setting: Ops Center. Sitting at her desk, Sydney observes Vaughn working at his desk, going through paperwork. She begins to walk toward his desk. As she watches him, Vaughn places a yellow manila folder inside his suit jacket. As he does so, he glances around to see Sydney looking at him. Sydney forces a smile and approaches him.
Vaughn: Did you speak to Will? He was a little freaked out this morning.
Sydney: What was that? (referencing the envelope in his suit jacket)
[Vaughn attempts to skirt the question and trivializes the envelope.]
Vaughn: Oh, just work stuff.
Sydney: Come here.
[Vaughn, having been put on the spot and appearing nervous, follows her to a corner of the office.]
Sydney: Are you keeping secrets from me.
Vaughn: (caught off guard) What?
Sydney: Just answer the question.
Vaughn: I'm sure I am. We just started dating. Of course there are things that I don't feel comfortable . .
Sydney: That's not . . . . I'm not talking about us.
Vaughn: What, work then? Yes, there are certain things under protocol that I'm not authorized to talk about with anybody.
Sydney: And that's it.
Vaughn: (defensively) Look, there is something you don't know about me. I don't like it when people question my loyalty. It makes me insane. Sydney: This isn't about loyalty. I never said anything about loyalty.
Vaughn: When you asked me if I'm keeping secrets, the suggestion is pretty clear.
Sydney: (firing back) And you know what? Secrets will be a problem between us. After all we have been through, you should know that.
[Vaughn, looking resentful, pulls the yellow manila folder out of his jacket and takes a key out of it.]
Vaughn: This is the key to my apartment. I was going to give it you tonight at dinner. Obviously an appropriate move.
[Upon seeing the key, Sydney appears crushed and realizes she has let him down.]
Sydney: Vaughn. . . .
Vaughn: (coldly) Barnett's waiting for me. (he walks away)
[Sydney drops her head in shame, knowing she has deeply hurt him.]

[Sydney returns to Yeager's office and hands him back the disk, informing him that she did not copy Vaughn's C: drive and the fact that she doubted Vaughn for even a second makes her sick. Yeager reminds Sydney that she could face prosecution for not cooperating with the investigation. Sydney questions Yeager if he could betray someone he "loved." Yeager reads her comment as a yes to the intimacy question.]

[At an undisclosed office location, Sark informs Sloane that Irina was spotted in the Bangkok nightclub. Back at the Ops Center, Jack informs Kendall that Sark has made contact and wants to set up a meeting to purchase the Rambaldi manuscript. Jack tells Kendall that he has arranged for Sloane and Irina to meet in Panama and that he will need back-up from Delta Force. Kendall gives the go ahead. Meanwhile, Irina sits at a desk in her cell copying the contents of the Rambaldi manuscript onto sticky notes. Sydney arrives at her cell after hearing about the meeting in Panama. Irina tells her it's a dangerous operation and that, in the event that she does not make it back, she wants Sydney to know that she loves her. Sydney is touched and tells Irina that she'll make it back okay. For a brief moment, they place their hands, palm to palm, up to the glass.]

[Back at Sydney's apartment, Will and Francie are in bed. Francie has hypnotized Will in his sleep and has him recollect images from the KH-12 satellite. As a result, Will reveals the orbital location of the satellite and its operational code. Francie then brings him out of the hypnosis and pretends to sleep. Will awakes, oblivious to what has transpired.]

[In a hotel room in Panama, Jack and Irina review their plan to bait Sloane. Irina proposes removing the electronic tracking device from her shoulder so as not to arouse suspicion in Sloane. Jack agrees and removes the device, after which, he and Irina share a passionate kiss. Back at the ops center, Sydney runs into Weiss who, violating protocol, tells her that he's been brought up to speed on Yeager's investigation of Vaughn and that formal charges are going to be filed against Vaughn for mishandling classified intel. Though both Sydney and Weiss are legally prohibited to disclose details regarding the investigation, they choose to stay loyal to Vaughn and warn him. Sydney immediately wants to call Vaughn but Weiss, thinking smartly, suggests that his cell phone has already been tapped. He then tells Sydney that the agency's cars, including Vaughn's, are equipped with GPS navigators and that he can track the current location of his car.]

Setting: With Weiss' help, Sydney locates Vaughn's car in the parking lot of a seedy local bar. She walks in a back door to see Vaughn speaking with and making a purchase from Vladimir Pograski, the KGB assassin. Pograski leaves and Vaughn sits down at the bar, opens a manila envelope, and studies some documents. Sydney walks up to the bar and sits down next to Vaughn. Without even a look to the side, Vaughn freezes and swallows nervously.
Sydney: What are you doing here?
Vaughn: Sydney . . . .
Sydney: I asked you a question.
Vaughn: What's going on?
Sydney: Don't tell me it's nothing.
Vaughn: Are you following me?
Sydney: You bought something.
Vaughn: It's research.
Sydney: Research? What kind of research?
Vaughn: Something private, something just for me.
Sydney: Who do you think you work for? Nothing's private. You're being investigated.
Vaughn: What?
Sydney: When they find out I've told you, I will be a target. So don't lie to me.
Vaughn: Sydney, I am not disloyal.
Sydney: Then why did they say you've been meeting with high-ranking FSB officers? An ex-KGB assassin?
[Vaughn is stunned and has guilt written all over his face. He drops his head into his hand.]
Sydney: They have you in Istanbul, Prague, Krakow . . . without authorization. Vaughn, if there is some explanation for what you've been doing the past four months, I need to hear what it is . . . . . right now.

[In Panama, Jack, Irina, and two Delta Force guards arrive in a van at the meeting point. Irina and the guards step out to meet Sloane's limo. Jack and Kendall monitor the meeting via satellite. Sark steps out of the limo and opens a door for Irina. Irina looks inside to find an empty car and questions why Sloane did not show. Sark explains that Sloane did not come for security reasons and that he will take Irina to Sloane. Irina agrees to go with Sark if the two security guards are allowed to join them. Sark agrees. As she steps into the limo, Irina pauses and looks up at the sky.]

Setting: Back at the bar with Sydney and Vaughn.
Vaughn: Now I understand why you were asking about secrets. Yes, there is something I haven't told you. It hasn't been easy accepting the idea that my job requires me to collaborate with my father's murderer. And the fact that she happens to be your mother doesn't make it any easier. So I've been investigating her on my own for the past six months. I couldn't wait for the agency's red tape so I contacted everyone I could . . . . anyone who knew her, who ran in the same circles. I . . . . re-traced sat phone records that were logged while your mother was with you in India, Kashmir. . . . . tracked recorded conversations with your mother's former lieutenants to see if she signaled them when Kendall gave her access to Echelon.
Sydney: I don't understand. You wanted her to work with us, you encouraged it.
Vaughn: Because I believed your father was right about her having a secret agenda. I wanted so see what she was going to do. I mean, I did all of this on my own. I paid for this myself. I had freelancer agents retrace every step of every hour she's taken outside of operations since her surrender. I surveilled prison guards who were assigned to her cell block, the kitchen staff that prepares her meals . . .
Sydney: They told me you downloaded Xenon.
Vaughn: I downloaded that program to read KGB files. I had to find out if she was deceiving us again. I mean, I could not sleep at night knowing I was doing nothing but somehow I was helping her.
[Sydney begins looking through Vaughn's documentation.]

[Back in Panama, the limo is enroute to Sloane. Back at the ops center, the satellite uplink is lost. We then see Francie communicating with Sloane, asking if the satellite codes she acquired from Will were good. Sloane confirms the codes and thanks her. Back at the ops center, Kendall tells Jack they are "blind," that he needs to follow them and to activate Irina's tracking device. A frustrated Jack tells Kendall he can't activate it and requests Kendall to send in back-up. Kendall gives the order and a helicopter begins following the limo. They briefly lose sight of the car as it drives under a concrete overpass. They then regain sight of the car. The limo comes to a stop. The CIA van pulls up behind it. The Delta Force guards order the driver out of the car. Jack gets out and approaches the driver, only to discover it's not Sark, but a paid decoy. Jack immediately tells Kendall to doublecheck the Rambaldi manuscript. In the meantime, the real Sark/Irina limo has stopped under an overpass. Sark turns around in the front seat and shoots the two Delta Force Guards then asks Irina to get out of the car.]

[Back at the bar, Sydney continues looking through Vaughn's research.]
Sydney: And did you find anything?
Vaughn: (in a conceding tone) Nothing. She's clean.

[At the ops center, an agent delivers a briefcase to Kendall. Kendall opens the briefcase, which contains a satchel. Simultaneously, another van pulls up near Sark and Irina's limo. As Sark and Irina approach the van, a side door slides open to reveal Sloane. He tells Irina it's good to see her. She thanks him for extracting her and pulls out and hands him the Rambaldi manuscript. Sark and Irina get in and the van drive off. At the ops center, Kendall opens the satchel and finds nothing but an array of colored sticky note pads. Kendall is outraged and gives Jack the bad news. A dejected Jack walks off in the distance, gun hanging at his side.]


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