- Charlie convinces Miles to help save a group of children from the Militia. Meanwhile, Rachel grows weary of Monroe as she meets someone from her past.
- Still on their way to Philadelphia Miles, Charlie, Nora and Aaron come across a band of children who have been on their own since the death of their parents some years before. The eldest among them, Peter, has been forcibly recruited into the militia and taken away. Miles and Charlie agree that they can't set off and leave the children and so decide to try and rescue Peter. At Monroe's headquarters meanwhile, the General and his new intelligence chief Major Tom Neville are unhappy that the information Rachel gave them has yet to produce any of the pendants. In flashbacks, it's revealed that Rachel, her husband Ben, Grace Beaumont and another scientist, Brad were all working on a way to produce cheap electricity. What they found was something else completely.—garykmcd
- Open with Charlie being branded as an official member of the militia.
TWO DAYS EARLIER
Miles warns Charlie about staying focused on her brother and not getting caught-up in helping everybody they see. She disregards his warning and they are immediately captured by a group of kids looking for their friend Peter. Charlie thinks Peter was taken by the militia. Their parents aren't around and Aaron is unsure what happened to them.
The leader of the kids, Michael, tells Miles and Charlie that a while back the militia showed up and killed their parents. He thinks the reason had to do with an American flag. Peter had been in charge of the group. To the dismay of everybody else Charlie volunteers to help get Peter back. Miles agrees with the plan, which involves the kids waiting for them to return.
Monroe meets with Rachel and asks about the pendants. He wants more information.
Rachel flashes to three years before the storm. In an attempt to develop a device that generated low-cost electricity, her and Ben's start-up actually did just the opposite -- invented a device that inhibits electricity. A Department of Defense official shows up and offers them a huge contract. Rachel doesn't like getting in bed with the DoD, but Ben doesn't think they have a choice.
Miles catches Michael and the rest of the kids tagging along behind them. Sine Peter was his brother, they demand to be allowed to help.
We see Peter brought to a harbor where people in shackles are being loaded onto boats.
One of the kids steals the pendant from Aaron's bag. He chases him down and Miles asks him about it, noticing that he seems nervous. They reach the harbor area where we saw Peter. Miles calls it a "solider factory." He thinks it will be impossible to "storm" the facility.
Rachel again flashes back to pre-blackout, this time recalling problems with a pregnancy. Her fetus isn't getting enough blood and there doesn't seem to be a way for it to survive. She and Ben weep in the doctor's office.
In Monroe's jail Rachel recognizes a man named Bradley. He's been beaten. He tells her he's hidden his pendant. She assures him that Monroe can't make him talk if he doesn't know where the pendant is, and Bradley seems unsure if he should trust her.
Charlie tells Miles she wants to sneak into the soldier factory. Miles hates the idea, but eventually she talks him into it. He tells her they need to find a master key, "and that's gonna hurt." Charlie lets herself be beaten by a militia soldier and taken into custody.
Rachel and Bradley are put into a room together. She tells him she's a prisoner and warns him he'll be killed. She assures him she never said anything to Monroe until he took her son. Bradley tells him that the lives of millions are at stake. Tom brings Bradley's daughter into the room and threatens her life.
Charlie stands with a group of new soldiers and hears the initial welcome message. A boy tells the officer he wants to go home and is invited to leave. As soon as he hits the stairs he's beaten.
Charlie picks a fight with a fellow new recruit and gets punched again. She's taken to see a medical professional who she knocks unconscious. Unfortunately an officer was suspicious and followed her. We return to the opening scene and Charlie getting her brand.
Miles sneaks aboard the boat where Charlie is being held.
The kids tell Aaron that Michael has left to get Peter.
We see that Michael he is on board with bow and arrows. Miles and Nora find Charlie and they quickly find Peter. But the officer who branded Charlie has captured Michael and demands everybody else drop their weapons or he'll be killed.
Aaron's pendant kicks on and the lighthouse turns on. The distraction allows Miles to turn the tables on the officers.
Monroe has sent riders to get Bradley's pendant. He assures her he and his daughter will be released if they find it. Monroe asks why the lights went out in the first place. She asks why it matters so long as she can turn them back on. She then flashes back to running into the DoD representative. He tells her about a new trial at Columbia that is studying the exact problem she's having. The trial is full, but he offers to get her in.
Peter is reunited with the rest of the kids. Miles asks Aaron about the lighthouse. Aaron tells him about the pendant and its occasional power. He says he got the pendant from Ben. Miles wants to smash it. Aaron tells Charlie he thinks the pendant is the reason the soldiers came for her father. He begins to tell them the entire story, including Grace.
We see Grace in custody speaking with the same man from the DoD. He tells her "I just want to be friends."
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