Setting: Sydney's bedroom. Sydney and Vaughn have spent the night together and are lying in bed, facing each other.
Sydney: (smiling) How are we going to stay awake today?
Vaughn: (sleepy and smiling) Who cares?
[Vaughn caresses Sydney shoulder.]
Sydney: Vaughn?
Vaughn: How come you don't ever call me Michael?
Sydney: I do sometimes. (pause) Vaughn . . . . .
Vaughn: (laughs) What?
Sydney: I'm graduating today.
Vaughn: (surprised) What? When the hell did you have time to take a class this year?
Sydney: I wasn't even going to go to the ceremony. But I've been lying here remembering why I never gave school up. And why I killed myself writing papers instead of just, I don't know, accepting that I'd be an agent forever.
[They look into each other's eyes]
Vaughn: You're going to quite the CIA, aren't you?
[Sydney subtly nods]

[Scene cuts to the CIA ops center. Sydney is standing with Kendall and Jack. Sydney tells Kendall that she's quitting the CIA but Kendall objects. He tells her that with SD-6 gone, they have a big mess to clean up, which Sydney doesn't believe she's needed for. Kendall disagrees and then brings up Sloane. Sydney replies that with Sloane on the most wanted list, she has fulfilled her obligations and she is finished. Kendall asks for Jack's input. Jack responds that, though there was a time when he wanted nothing more than for Sydney to live a normal life, he feels that her value to the CIA is irrefutable and that, based on all that's transpired, she should give it a bit more thought before rushing into a life-altering decision. An angry Sydney replies that she's had two years to think about and she's through with allowing Sloane to control her life. She tells Kendall that she does not need his approval. Kendall fires back saying that if she chooses to resign, she, as a civilian, will forfeit her clearance to see her mother. He tells her she cannot have it both ways and walks away. Sydney is stunned. Jack comments that legally, Kendall is right but ethically he is an ass.]

[The scene cuts to Sydney visiting Irina in her cell. Irina, having been filled in by Jack, congratulates Sydney on her success. Sydney apologizes for not visiting sooner. Irina acknowledges how overwhelming things must be for Sydney. Sydney then tells her she's graduating. Sydney gets emotional and tells Irina of her thoughts about leaving the CIA and the possible subsequent loss of her visitation privileges. Irina calls her "too forgiving." She admits that she was never a real mother to Sydney and that Sydney does not owe her a second chance. She tells Sydney she's a fool if she bases her decision on visitation privileges and that if Sydney decides to remain with the CIA, Irina will refuse to see her. Sydney fights back tears. Irina tells Sydney to take care of herself. A disheartened Sydney turns and walks away. Irina drops her head and cries, shaken by the painful conversation.]

[The scene cuts to an indoor aquarium. A young boy is running ahead of his mother. She catches up and tells him to stay where she can see him. Her husband follows slowly behind them, taking notes and looking at the sea life. The woman momentarily leaves her son at an exhibit to talk to her husband. The woman is frustrated that his mind is focused on work and not on their time together as a family. He promises to slow down, to stop once his company goes public with the design he is working on. The wife comments that she's sick of promises he cannot keep and reminds him that he's missing his son grow up. The couple then notices that their son's jacket is lying on the floor and he is nowhere to be seen. They begin a frantic search for him and head off in separate directions. The husband is suddenly approached by Sark who tells him he can assist him in finding his son. . . . . . . and his wife.]

[The scene changes to Sydney's apartment. Sydney walks out of her bedroom in her cap and gown as Will and Francie sit at her kitchen counter. Sydney asks Francie how she looks. Francie responds that she looks beautiful and hugs her. As they hug, the camera focuses on Francie, who shows no emotion. Francie tells Syd that she's proud of her. Sydney thanks her with an uneasy look on her face. Francie then answers a phone call and hands the phone to Sydney. Sloane is on the other end. Sydney is stunned. Sloane remarks how painful it was to find out that the two people he "trusted most in the world" (Syd and Jack) were double agents. Sydney tells Sloane how much she despises him. Sloane informs her that he is the one that supplied the intel that brought down SD-6 and the Alliance. Sydney's questions why he's telling her. Sloane replies that he's certain she will be tempted to come looking for him, knowing he's alive, and subsequently vows to end her life if she gets in his way.]

Setting: CIA ops center meeting room. Sydney, Vaughn, Jack, and Kendall meet.
Sydney: He called me at home to warn me. No matter where he is, I can be gotten to.
[Vaughn drops his head in frustration]
Jack: Unfortunately, you're not the only one. Neal Caplan. He's a mathematician working out of Cal Tech.
[The face of the man from the aquarium appears on a computer monitor.]
Kendall: The bureau has just confirmed that he and his family were kidnapped from the Long Beach aquarium yesterday. Parking lot surveillance camera's recorded this.
[The four of them watch security footage of Caplan being forced into an SUV. A facial recognition scan I.D.'s one of the kidnappers as Sark.]
Sydney: Sark
Jack: Doubtful he's acting alone. I assume his partnership with Sloane is alive and well.
Sydney: What do they want with a mathematician?
Jack: He specializes in a branch of mathematics called "Knot Theory."
Vaughn: Knot, as in "Tie a knot?"
Jack: Simply put, it's the study of geometric objects and how they fit together. All Alliance facilities have been raided, yet we haven't found a single Rambaldi artifact. If Sloane's expecting our raid, he could have had everything moved to a secure location. He must be using Caplan to help him assemble the Rambaldi device.
Vaughn: So what happens when Sloane puts the pieces together?
Jack: Whether or not you believe Rambaldi was a prophet, he did anticipate technological advances, many of which seem most applicable to warfare. It's likely Sloane is building a weapon.
Sydney: He planned for this.
[Camera cuts to a troubled Jack.]
Sydney: He wanted the Alliance gone. And this family that he's taken hostage. These aren't the only people whose lives he will destroy.
[Sydney's face reads discouragement and frustration.]
Sydney: This is never going to stop.
[Suddenly, Kendall tosses Sydney's resignation form in front of her. Sydney is caught off guard.]
Kendall: Sign it and you're out.

[Scene cuts to a darkened, secluded warehouse. Caplan sits at a table. The lights are turned on and Sloane hands Caplan's his glasses. Sark and guard stand nearby. Sloane introduces himself and tells Caplan that his family is alive and safe, and that as long as Caplan cooperates, he will be reunited with them. Sloane tells Caplan that when he served with the army corps of engineers, he was requested to study a 500 year-old manuscript. The sketches contained within the manuscripts were drawn by an inventor named Milo Rambaldi. Sloane explains that Rambaldi prophesied scientific principles centuries ahead of his time, that the prototypes of his designs have turned up all over the world, and that for the past 30 years, he's been collecting them. Sloane informs Caplan that he is going to assist him in assembling the prototypes and instructs him to start looking at the manuscript. Scene cuts to the CIA ops center. Dixon is seated in small briefing room. Sydney comes in to tell him that he's been officially cleared of any wrongdoing in connection with SD-6 and that he's being offered a position with the CIA. She emphasizes to Dixon, that through it all, his friendship was her anchor and kept her sane. A confused and hurt Dixon asks Sydney how long she knew about SD-6. She tells him that she knew for two years and desperately wanted to tell him the truth but was ordered not to, though she knew in her heart he was innocent. Dixon, feeling betrayed, reminds Sydney that they were partners and she lied to him, and only chose to tell the truth when it was convenient. He tells her he never wants to see her again. As the both of them fight back tears, a heartbroken Sydney gets up and leaves.]

Setting: Main floor of the CIA operations center. Marshall, acting upbeat and adjusting nicely to his new job, walks along and converses with one of his new colleagues. He stops for a moment and stands in awe his new place of employment. Vaughn approaches him.
Vaughn: Marshall, I'm Michael Vaughn. Welcome to the CIA.
[Vaughn and Marshall shake hands.]
Marshall: (smiling) Heard that before.
Vaughn: (smiling) Well this time it's for real. We have a desk set up for you.
[Vaughn points out his desk. As Marshall turns toward his desk, Sydney approaches and they hug each other. She acknowledges that fact that he needs time to adjust but adds that they aren't able to access Sloane's computer files and need his assistance. After a long-winded Marshall-like explanation about deletion programs, Marshall replies that he will see what he can do.]

[Scene changes to Dixon's house. Dixon walks in as his wife is doing dishes and tells her that they need to talk. Seeing the serious look on Dixon's face, his wife face fills with concern. Dixon confesses that he never worked at a bank. His wife is justifiably stunned. - Scene changes back to the ops center. As Sydney, Vaughn, and Jack observe, Marshall recovers files from Sloane's computer and accesses his rolodex. Marshall tells them the last address Sloane viewed belongs to a cybernetic specialist, Holden Gendler. Jack follows up on the information - The scene changes to a darkened computer room. Jack enters and cautiously looks around with a flashlight. He notices a light blinking near the floor. He points his flashlight at the blinking light and discovers Gendler slumped and dead on the floor. The blinking light is coming from Gendler's left eye.]

Setting: Meeting room at the ops center. Sydney, Vaughn, Jack, and Kendall are gathered as Marshall explains the source of the blinking light in Gendler's left eye.
Marshall: Okay, um. . .now. . . .usually redeye is a photographic effect caused by light reflecting in the pupil. But in Holden Gendler's case, it was caused by this. . . . .
[Marshall shows them a false eye implant]
Marshall: It's an intra-ocular retinal implant.
Kendall: You care to elaborate?
Marshall: Yea, of course, Mr. Ken--Director. Cause you're the-- Director Kendall, right? Um, is it one "L"?
Kendall: Two.
Marshall: It's two, of course. Why would it be. . . . . By the way, sir. this place. . . . so much cooler than SD-6. . . . .
Kendall: How about the point..
Marshall: Of course, sorry. So basically this guy Gendler, he was blind in his left eye, so he used himself as a guinea pig for wet wear experiments-interfacing technology with the human brain, real cutting edge. Basically, this implant connects with the optical nerve, which sends impulses to the vision center in his brain.
Vaughn: What did Sloane want with a wetware expert?
Jack: All Alliance members were injected with a tracking device. Sloane must have hired Gendler to deactivate his so he could disappear.
[Marshall goes on to explain that the implant recorded everything it saw on an internal memory and that he was able to download 12 hours of video. He adds that since the footage contained no audio, he wrote a program to translate what was said in the video. The footage first shows Sloane shooting Gendler. Sloane then makes a cell call to say that he will charter a C-123 out of Shipman to transport the artifacts and will be in touch. Jack interjects that Sloane may be referring to an airfield in the Mojave Desert operated by an ex-military smuggling cartel. Kendall suggests sending in a team to interrogate the smugglers. Sydney comments that interrogations could take days and suggests infiltrating the facility and the C-123 and accessing the flight recorder to track Sloane's flight log. Sloane approves and assigns Sydney.]

[Scene cuts to a bathroom in an undisclosed location. Caplan's wife and son are sitting on the floor against the wall. Sark walks in with a guard. Caplan's wife inquires about her husband's whereabouts. Sark responds that they need his assistance for a short while and as long as he cooperates, the whole ordeal will be over soon. He then requests Caplan's wife to encourage her husband to cooperate. Should Caplan refuse, his son will be the first to suffer. He hands Caplan's wife a tape recorder.]

Setting: An airstrip in the Mojave Desert. A black SUV is seen pulling up in the distance. We then see Vaughn, posing as an arms dealer, and several men standing around a crate.
Vaughn: So Mr. Johnson. I need these shipped to Beijing by tomorrow.
[The crate is opened, displaying weapons.]
Man: You what I find most interesting, Mr. Ludlow? For an accomplished arms merchant, I've never heard your name.
[A man points his gun at the back of Vaughn's head]
Man: Now, if you really are an expert, you'll know what kind of gun is pointed at the back of your head by the sound of the hammer.
[Vaughn swallows nervously but maintains his cover.]
Vaughn: An M1911. But if he were really going to shoot me, he would have disengaged the thumb safety.
Johnson: (smirking) I got a charter leaving for Asia in half an hour. If the money and delivery instructions are in the briefcase as we discussed, it's been a pleasure doing business with you.
[Scene cuts to a forklift loading a crate into the cargo area of a plane. - Scene cuts to Vaughn who pulls up nearby in an SUV. - Scene cuts back to the plane as Sydney rolls out of the crate.]
Sydney: (speaking to Vaughn via a comm link) Good call on the gun. I would have said Baretta M9.
Vaughn: (sitting in the SUV) I figured I had a 50/50 chance.
Sydney: Found the AFT access panel, looking for the flight data recorder.
[Sydney holds a small hand-held x-ray device up and moves it along a side panel. A video screen displays the inner structure behind the panel.]
Sydney: Found it. . . . . .attaching the disk imager.
[She places a device over the location of the flight data recorder. The data transmits to a laptop computer Vaughn is using.]
Vaughn: Receiving uplink now.
[They both wait as the information transmits. Vaughn's computer indicates that the data has been received.]
Vaughn: Uplink complete. Get out of there now.
[Before she is able to exit the plane, Sydney is caught off guard by a worker but knocks him out.]
Sydney: I've been made. Meet me at the northwest hangar.
Vaughn: Copy that, on my way!
[Vaughn quickly drives away. Meanwhile, as Sydney exits the plane, she must defend herself against an armed guard. A fight ensues but Sydney gains control and the guard meets his death, falling into the plane's propeller. Vaughn then pulls up and Sydney jumps in.]

[Scene changes to Dixon's house. Dixon and his wife discuss his secret life at SD-6. His wife questions whether Dixon has ever told a truthful word. With hurt in eyes, Dixon proclaims that his love for his family was true. He tells her that working for S-6 gave him reassurance he was protecting them and that he was led to believe he was serving his country. He expresses his contempt for Sloane, then vows that he will never lie again and informs her that he's been offered a job with the CIA. Out of fear for his safety, his wife angrily replies that if he accepts the job, she will leave.]

[The scene cuts to the warehouse with Sloane and Caplan. Sloane asks Caplan if he can help him with the manuscript. A frustrated Caplan tells Sloane that the only way he will help him is if Sloane releases his family. Sloane refuses and places a tape recorder on the table. The tape plays a message from Caplan's wife begging him to cooperate or else their son will be hurt. Caplan realizes he has no choice and explains to Sloane that, according to the Rambaldi manuscript, each artifact has its own unique electromagnetic field, which determines where in the overall design the pieces fit. He states that there is no room for error and that the tools Sloane has provided will not accurately measure the electromagnetic fields; he needs another piece of equipment. Sloane responds that they need the magnetometer that Caplan has designed. Caplan agrees that it would work but that it is locked up in an undisclosed location until it receives a patent. Sloane reveals that it has been stored in a Swiss bank two miles away and that Caplan will have it at his disposal the next day. We then see Sloane in another room with Sark. Sloane makes a call to Emily, telling her that he's at a TuscanVilla that is for sale. He tells her it has a garden and that he's waiting for the seller to make a counter offer. After hanging up, Sark questions him about Emily wanting to move soon. Contrary to his conversation with Emily, Sloane tells Sark that the villa had already been purchased six months prior. Sark then informs Sloane that a team is in place to infiltrate the bank and suggests that it may be too risky for Sloane himself to lead the team in. Sloane tells Sark that he has come too far to accomplish his ultimate goal and that he intends on taking the final step in bringing it to fruition.]

Setting: CIA ops center. Sydney, Jack, Vaughn, and Kendall review electronic flight mapping from the data recorder Sydney and Vaughn retrieved.
Jack: This is the flight plan we retrieved from the plane's data recorders. Sloane left Shipman for an island off the coast of Bermuda. We're sending in a team but it's doubtful he's still there because the plane then went on to the Zurich airport in Switzerland.
Sydney: It's a start but he could be anywhere by now.
Jack: Unless we assume Sloane went to Switzerland for a reason, that he isn't merely passing through. In that case, we can expect him to hire local support. . . .mercenaries.
Vaughn: I dealt with a guy in Switzerland, a headhunter we once used to put together a black ops team in Western Europe. He controls most of the local territory. Sloane would use him if he needed mercs.
Kendall: Well assuming he did, if this guy know you're CIA, he could tip Sloane off.
Vaughn: He doesn't. We hired him fronting as French crime syndicate.
Kendall: Set up a meet. (speaking to Sydney and Vaughn) You two are on a plane.
[Sydney and Vaughn look at each other]

[The scene changes to Switzerland. In an undisclosed location, Sloane and another man are planning a facial disguise for Sloane, one that will be undetectable by the bank's facial recognition cameras.]

Setting: Switzerland-a small local pub. The contact Vaughn spoke of sits at the bar drinking as Sydney and Vaughn walk in. As Sydney walks over to a pool table and grabs a pool cue, Vaughn sits down next to the contact. The two begin conversing in French.
Contact: What's in the briefcase?
Vaughn: Five hundred thousand.
Contact: Not early enough if you're looking to put together another team.
[Sydney begins shooting pool as she listens.]
Vaughn: I'm not. I need information.
Contact: I'm not an encyclopedia.
Vaughn: I'm not French mafia. . . . I'm CIA. We've tolerated your existence because you've been helpful. But that tolerance can end now. We have reason to believe that one of these men recently approached you, to hire some of your contacts.
[Vaughn pulls out pictures of Sloane and Sark and lays them on the bar.]
Vaughn: Warm or cold?
Contact: If you told me the CIA was simply interested in my client list, I would have told you to go make love . . . . with your mother!
[Vaughn grabs the man and slams his head against the bar. Sydney pulls out a gun and aims it at the bartender, ordering him to put his hands in the air. Vaughn proceeds to pour a drink over the contact's head then holds a flicked lighter near his drenched face.]
Contact: Ah, you broke my. . . .
Vaughn: Tell me if they came to see you?
Contact: You broke my nose!
Vaughn: Talk to me!
Contact: Okay, okay. They came. . . . . they hired some men.
Vaughn: For what?
Contact: I don't know the details.
Vaughn: Tell me what you know.
Contact: The woman and the child, I know where they are.
Vaughn: Where?
Contact: In the other room, downstairs.
[Vaughn is stunned. He turns to look at Sydney.]
Vaughn: They're here.
[Still pointing her gun at the bar, Sydney is stunned as well. The scene then cuts to two men guarding the bathroom where the woman and child are being held. There is a knock at the door. One of the men answers the door and Sydney and Vaughn burst into the room. Sydney walks around the corner, gun pointed, to see Caplan's wife and son sitting on the floor, screaming and crying. Sydney rushes over to them and reassures the woman that she's there to help. Caplan's wife hugs Sydney as Vaughn takes the child in his arms. The woman and child are taken to safety. Sydney remains in the bathroom, emotionally wrought. Vaughn walks back in with one of the guards' cell phones and tells her that if Sloane or Sark had called in at any point, they could be tracked.]

[The scene cuts back to the ops center as Marshall orientates himself with new colleagues. He then answers a phone call from Sydney, who asks him to run a location trace on all of the calls made to the cell phone. Marshall pinpoints an active cell phone number originating from Zurich and gives its location as the Amcorp Bank on New Market Street.]

[Sydney and Vaughn head to New Market Street, driving furiously through busy traffic. The two of them are speaking simultaneously, Sydney on a headset to Marshall, Vaughn on a cell phone.]
Sydney: Marshall we're heading south on Burgstrasse, Burgstrasse! Are you copying my signal?
Marshall: (from the ops center) Yeah, yeah, I got you. Make a right at the next light.
Vaughn: The robbery is in progress! Send all available units!
Sydney: Hold on!
[Sydney makes a sharp right turn and drives at top speed.]

[The scene cuts to an underground parking garage at the Amcorp Bank. A black limo pulls up, driven by Sark, and a newly disguised Sloane steps out of the car to meet both the president and manager of the bank. They escort Sloane to their bank vault. Enroute to the vault, Sloane passes a security camera. Sark, in an undisclosed location, is monitoring the security cameras and splices into the banks facial recognition database. Sloane passes through undetected. Sloane enters the vault and Sark instructs him to stall the bank manager as he loops the camera feed to cover the robbery. Sloane then shoots the bank manager and requests access to Box 4747.]

[The scene cuts bank to Sydney and Vaughn speeding down a busy street.]
Marshall: Okay, take a left into the alley.
[Sydney turns into the alley]
Vaughn: I supposed it's pointless to say we should wait for back-up.
[Sydney continues driving at a high speed]
Vaughn: Sydney, you're going too fast. Sydney!
[Vaughn holds on for dear life as Sydney narrowly misses a pedestrian crossing in their path at the side street. Sydney makes a sharp right turn out of the alley into the street. She races down the street and stop in front of the Amcorp Bank.]

The scene cuts to the bank vault where Sloane removes a black case from box 4747. He opens the case to reveal Caplan's invention, the magnetometer. Sydney and Vaughn rush into the bank and identify themselves as United States agents. Sydney tells a security officer to lock down their vault, that they are being robbed. The security officer replies that they must be mistaken and shows Sydney and Vaughn a computer monitor with a view of the vault. They initially see an elderly man speaking to the bank manager but as Sydney watches closely, she realizes it's a looped tape and the man is Sloane in disguise. At the same time, Sark, who is still monitoring the security cameras, I.D.'s Sydney and Vaughn at the entrance and warns Sloane, who is headed in their direction. Sydney spots Sloane and both she and Vaughn pull their weapons:
Sydney: Sloane!
[The armed entourage escorting Sloane pull their weapons as well.]
Sloane: (to his men) Hold your fire!
[A security guard orders customers to get down. Sloane, Sydney, and Vaughn are now in a stand-off.]
Sloane: I warned you, Sydney. I can't guarantee your safety in a situation like this.
Sydney: There is no way I'm letting you walk out of here!
[Sloane, with a smirk on his face, then looks over at Vaughn]
Sloane: Ah. . . . You must be the man that Sark told me about. The man that Sydney was willing to kill me for.
Vaughn: She would have killed you for a lot less.
Sydney: The police are on their way. We have Caplan's family. Give up!
Sloane: We've rigged the lower level with enough C-4 to level the entire city block. So, if we don't walk out of here, nobody does.
Sydney: You're bluffing.
Sloane: (pulls out the trigger I'm not the only carrying a remote trigger). The entire bank is monitored via satellite by an off-site team. If they don't see me walk out of here in. . . . . 30 seconds, they'll detonate. So I suggest that you both lower your guns.
[Sydney and Vaughn continue to hold stance.]
Sloane: Lower . . your . . .guns.
[Frustrated, Sydney and Vaughn lower their guns.]
Sloane: Toss them on the ground.
[Sydney tosses hers. Vaughn glances at her and reluctantly follows suit.]
Sloane: (to Sydney) And you my dear. . . .
[Vaughn looks worriedly at Sydney.]
Sloane: You'll be driving me out of here.
[Sloane tosses her a set of keys, which she catches one-handed.]


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