The group is trapped inside 'The Farm' - an underground lab for military experiments - and Vanessa discovers that Axel has been hiding a secret from her that concerns her past. Outside, Mohamad befriends a beautiful girl who doesn't fear vampires. Meanwhile, Rebecca makes a calculated play against the Resistance leadership.
- Everyone's tired and hungover after a night of drinking and killing John, except for Vanessa, who's wondering if she did the right thing. Like, he was definitely the mystery killer, right?
Axel tells her not to beat herself up about it and prepares to toss John's body into the freezer. Therein, he finds several rotting corpses, which Doc later discerns were the victims of radiation poisoning. In fact, the entire Farm is contaminated, with radiation levels rising at an alarming rate; the gang better find a way out of this hell hole, and fast.
Well. That's quite the mood-breaker for Vanessa and Susan, who were getting cozy in a shared cot. Susan wants to go all the way but Vanessa breaks it off. No time for love in the vampire apocalypse, after all.
Back on high ground, Mohamad is getting smooches, too. His newfound friend Emma is kind of a weirdo, but it looks like she's got decent survival skills ... and knows where to find yummy treats like nuts, berries and even mushrooms. When two men appear on the road, Emma scurries off with Mohamad following. Where's she headed?
Elsewhere, Rebecca has released Quaid back unto the world of humans, claiming that she proved to be an effective informant by ratting on her fellow Resistance rabble-rousers. It's a lie, of course, but Resistance bigwig Taka isn't convinced, especially when Rebecca's new plaything Sheema shows up and wonders why she was tortured by the vampires and Quaid wasn't. Taka shoots Quaid in the head and tells Sheema to get those wounds looked at. Treachery!
Meanwhile, back at The Farm, tensions are rising between Axel and Vanessa after he reveals that he stole her file from the base. Vanessa demands he share any and all info, though Axel claims most of the text was blacked out. Vanessa's trust in Axel is shaken, though at least they can now all get the hell out of there thanks to Sam finding a ventilation shaft with an exit ladder.
Sam, Susan, Flesh and Vanessa head up to high ground, though Doc opts to stay behind to try to find Gorrman, who ran off to hunt a lone feral that was skulking around the quarantine area. Doc's been feeling guilty for closing the door on Axel's fellow soldiers right before she was bitten and is looking for redemption. Axel accompanies her and he ends up fighting with Gorrman, who killed the feral but was bitten and turned in the struggle. Doc watches in horror as the radiation levels rise at a rapid rate, though Axel is kept from making an exit by the seemingly unstoppable Gorrman vampire.
Finally, the radiation level reaches critical and Doc locks Axel in the quarantine area with Gorrman. Doc howls with heartbreak and regret as she reaches topside, where she tells Vanessa that Axel is dead.
As ferals close in, Vanessa, Doc, Flesh, Susan and Sam take off in the ambulance, though they don't get very far before they run out of gas. Vanessa reads over her file that Axel stole, which reveals that Axel was part of the team assigned to pick up Vanessa from the hospital and take her to The Farm on the first day of The Rising (as we saw in Episode 2).
As the survivors contemplate their next move, the mysterious church bells are heard once again. They set out to answer the call, heading toward the sound on foot.