Quad cars and a helicopter race to block the entrance to the tunnel. Michael and Lincoln sprint behind Kellerman. The men explode through an access door and continue their run. They jump into Kellerman’s black SUV and he races away.A trooper on the ground barks orders into walkie-talkie. He hears the faint ringing of a cell phone. The trooper opens an access door and finds Mahone, slumped over on the stairs. He calls for a medivac team, and answers Mahone’s cell.
Agent Kim answers and tells the trooper he’s looking for Mahone. The trooper apologizes, “Sorry to tell you this sir, but your boy has been shot.” Kim knows this means trouble.
Michael, catching his breath, asks Kellerman who he is. “I used to work for the President.” Michael asks why Kellerman is helping them, but before Kellerman can answer, they pull up on a roadblock. Kellerman orders Michael and Lincoln to the floor.
Kellerman rolls down his window and hands his badge to an officer. The officer informs him that, regardless of authority, they have been ordered to search every vehicle through the checkpoint. Kellerman demands to be allowed through or he’ll have all of their jobs. The officer holds his ground, but another officer speaks up, “Just let him go.” Kellerman steps back into the SUV and speeds away.
Michael and Lincoln sit up in the seats when they’re clear of the roadblock. Michael asks Kellerman again, why is he helping them? Kellerman bitterly answers, “The enemy of my enemy is my friend.” Lincoln sits up straight, remembering the moments after his transportation van accident, he knows Kellerman tried to kill him. Lincoln punches Kellerman in the jaw, sending the SUV sliding off the road. Kellerman hits the brakes and pulls the car to the side of the road. Lincoln jumps from the SUV, races to the driver side where he pulls a dazed Kellerman from the ground. Lincoln grabs Kellerman’s gun. Lincoln points the gun at Kellerman’s head and screams, “Give me one good reason why I shouldn’t blow your brains out!” Kellerman offers, “I know where Terrence Steadman is.” Lincoln readjusts his hold on the gun. Kellerman admits that he helped arrange setting up Lincoln and he tells the brothers that he too, is now being targeted just like everyone he helped set up. He slowly pushes Lincoln’s gun aside and warns, “If I wanted you dead, you’d be dead,” as he reveals another gun stashed in the back of his waistband. “You guys can keep running if you want. But if you want to be free, get in the car. This is the last time I’m gonna make the offer.” Kellerman gets back in the SUV. Michael and Lincoln share a look of concern.
Bellick stands among the other inmates in the yard, looking lost. “What’s up, Fish,” shouts Banks, a physically massive inmate standing near the work out equipment. He approaches Bellick and Bellick tries to leave. Banks grabs Bellick’s arm and tells Bellick that he will watch Bellick’s back, all Bellick has to do is bring Banks his desert after the next meal. But Bellick doesn’t want any trouble. Banks hits Bellick across the face, trying to break Bellick. Bellick quietly agrees to bring the desert.
T-Bag creeps towards Susan Hollander, telling her there’s no reason for her to be scared and that they can put everything in the past. Susan tells T-Bag that her children never knew what happened to him. T-Bag turns his back to Susan with smile on his face, excited that he can start over with them. Susan, however, tries to reach for a gun hidden in a drawer behind her. But T-Bag turns back before she can do anything.
The black SUV speeds down a back road. The tension in the SUV weighs heavy on them as Michael criticizes the conspiracy. Kellerman admits that Michael and Lincoln were much smarter than the government had anticipated. Kellerman’s phone rings, Kellerman cheerfully answers, “Mr. Kim!” Kim is furious and wants to know what happened, he also tells Kellerman that Mahone was shot. Kim reveals that Mahone is still alive. Kellerman tells Kim that Scofield and Lincoln are dead and Kim demands visual confirmation. Kellerman says he’ll get back to Kim once he buries the bodies.
C-Note does some minor work on the RV and sits next to Dede, who is concerned about her mother. C-Note promises that they’ll see Kacee again real soo, but Dede doesn’t believe him and she runs off to the RV. C-Note uses a payphone to call Trey, his brother-in-law, and find out what’s going on with Kacee. Trey tells him that Kacee is being arraigned and she’s in jail. C-Note tells Trey to lay it all on C-Note.
Kellerman’s SUV squeals to a stop outside an airplane hangar. Inside, a pilot is waiting, “Owen Kravecki?” he asks. Kellerman steps up and tells the pilot, “Lets it get before our wives figure out this is a fishing trip.” Michael asks the pilot how long the flight is. “Hour-forty,” he replies. Michael and Lincoln cautiously head to the plane.
Mahone snaps back to consciousness. A heart monitor chirps in the background while a tall, blonde agent stands nearby, talking on a cell phone. “He just woke up,” the man says, then hands Mahone the phone. Agent Kim tells Mahone he’s a lucky man, and that Kellerman took care of the job for Mahone. Mahone lets out a weak laugh and tells Kim that Scofield and Burrows are still alive and that Kellerman is the one that shot Mahone. Mahone quietly says, “Have a good day, Kimmy…” and throws the phone to the floor.
Agent Drucker, standing behind Kim says, “We neutered Kellerman. He doesn’t even officially exist anymore.” Kim, stunned, whispers, “He knows everything.”
Terrence Steadman paces in the living room, watching a news report detailing Michael and Lincoln’s escape from the convoy. Terrence complains that he was supposed to have his life back by now. An agent tries to console Terrence and tell him that he’s safe in the house, but Terrence feels otherwise.
Mahone sits up in bed, looking exhausted. The blonde agent tells Mahone that Kim wants him to finish the job. Mahone wants out, he wants nothing to do with Kim and Kellerman’s game. The agent reminds Mahone of their deal, but Mahone doesn’t care. He tells the agent that he’ll come clean about killing Shales and burying him in his backyard. The agent is at a loss for words.
Bellick slowly walks through the food lines and sees Banks sitting across the mess hall. He carefully wraps his brownie in a napkin, and heads towards Banks. Bellick hands the brownie to Banks, who nibbles away. Bellick turns to leave, but Banks says there’s a problem. Banks tells Bellick that there are five other men in his crew and now they have to watch Banks eat while they starve. Bellick mumbles, “You said the deal was I was supposed to bring you one desert.” Banks tells Bellick he better get five deserts for every meal. Banks hints that there are other ways that Bellick can earn his keep, and Bellick sheepishly replies that he has candy in his pockets. Banks turns to his crew, smiling about the candy. When Banks looks back, Bellick removes a sock with batteries inside and begins hammering away at Banks’ skull. The other inmates try to stop Bellick, but he keeps swinging. When the C.O.s enter, Bellick drops the sock and walks away.
T-Bag flips through a photo album, while Susan sits nearby, on the edge of her seat. The front door opens and the kids walk into the foyer. “Teddy!” they scream out and run to hug him. T-Bag tells the kids that he was injured on an oil rig and he was given five-million dollars in exchange for losing his hand. Susan eyes the table with the gun and makes a quick move for it. But T-Bag snags her by the wrist and tells the family, “I’ve got enough cash to do anything I want now. And all I wanna do is spend all my money, and all my time, with you.” Susan forces a smile as T-Bag glares at her.
Kellerman, Lincoln and Michael walk away from the plane as Kellerman explains the details of the Steadman house. Lincoln warns Kellerman, “The second I feel this thing going bad, you get a bullet in the head.” Kellerman, with a slight smile, “I’d expect nothing less.”
Kim, clearly answering to a superior, talks into his desk phone. Agent Drucker tells Kim that a private plane took Owen Kravecki to Montana. Kim is panicked, knowing where Kellerman is going.
Terrence paces through the house. The phone rings and an agent answers, he only grunts affirmatively. When he hangs up, all he says is, “Evac.” He tells Steadman that he needs to get a jacket and they have to leave the home immediately.
C-Note sits outside the trailer, having a conversation with one of Dede’s dolls and trying to lure Dede out. Dede asks if her mother is in trouble, like C-Note. C-Note’s heart just sinks, and he explains to her that Kacee hasn’t done anything wrong, she’s just helping a friend. The payphone rings and C-Note goes to answer. Trey tells C-Note that the lawyer seems like he knows what he’s doing. C-Note tries to convince Trey to get her to jump bail, but Trey if furious about the notion. C-Note tells Trey he has a plan, he knows a guy who owns fish hatcheries in Alaska. Trey is stunned.
The agents escorts Terrence out the front door. Kim calls the agents and tells them that they’re sending a car to talk him to the safe house. A car squeals to a stop out front and an agent tells Kim the car has arrived. Kim, stunned, “Shouldn’t be, the car just left.” Kellerman jumps out of the driver seat, gun drawn and ordering the agents to drop their weapons. Lincoln grabs Terrence and drags him into the car. Kim orders the agents to kill them all, they cannot escape. An agent draws his weapon, and Kellerman fires, killing both agents. Kellerman gets behind the wheel and races off.
Mahone’s cell phone rings and he sees it’s Pam. She’s a wreck and screaming that their son was struck by a car and his leg is broken in two places. Mahone tells Pam to stay calm and he’s getting on the first plane to Colorado. He frantically collects his things and a nurse pleads with him to stay.
Mahone misses a taxi outside the hospital. He turns and sees the blonde agent. The agent jests, “Tib-fib fractures are bad. And if the growth plate’s affected, you can have a whole host of problems.” Mahone gets in the agent’s face, but the agent doesn’t back down and orders Mahone to get back on the job.
Kim rattles off orders while looking over a map of Montana. He wants the area closed off, and the brothers found immediately.
An hour outside of Blackfoot, Michael paces a hotel room trying to figure a way to reveal that Terrence is alive. Terrence sits nervously on the bed. Michael suggests a photo, but Kellerman tells them that they deleted all proof of Steadman’s existence. They burned off his fingerprints and pulled all his teeth. Even did slight plastic surgery on his facial features. Michael is growing increasingly frustrated. Terrence pleads with Michael. Kellerman tells them to relax. They’re going to hide outside Blackfoot for a few days, then take Terrence to Washington, D.C., where they can find help.
T-Bag watches television with the Hollanders. Susan makes the excuse that she’ll make the family more popcorn, but T-Bag holds her back. Susan spills her drink and goes to the kitchen for a rag. When she slides open the drawer to grab her gun, it’s gone missing. T-Bag faces Susan and clearly reveals to her that he now has the gun. T-Bag angrily pleads with Susan to not lie to him and to move on. Zach hears the fight and moves for his skateboard. T-Bag hears Zach move and tells him to get back on the couch. When T-Bag turns, Zach smashes his skateboard across T-Bag’s face. Susan pounces on T-Bag and tells the kids to run. But T-Bag is too strong frees himself from Susan and cuts the kids off at the door. He waves the gun in the air, “I gave y’all a chance. Remember that!”
Bellick’s cell door opens and Avocado slides in. He tells Bellick that he was crazy to take the fight to Banks. Bellick, the new king of cell 22, makes Avocado move his stuff to the bottom bunk. C.O. Stolte slides up to Bellick’s cell door and tells Bellick that he screwed up by attacking Banks. Banks is well connected with the guards on the night shift and the word is that Banks is going to have Bellick pulled from his cell that night. Bellick is concerned, and there’s nothing Stolte can do because the new warden sticks to the book.
Kellerman maps out the path to their escape. Terrence taunts Kellerman and tells everyone that Kellerman once proposed to the President. Terrence laughs, but Lincoln has heard enough. He explodes from the bed and throws Terrence against a wall and pulls his gun. Lincoln screams, “You’re laughing? You stood there and watched them kill Veronica! She died right in front of you!” Kellerman and Michael try to calm Lincoln down. Kellerman warns that if they kill Terrence now, he won’t be identified. He’ll just be a John Doe. Michael begs Lincoln to relax. Lincoln steps away and sits back on the bed.
The payphone rings and C-Note answers. Trey says the judge denied bail and now Kacee is going to jail. And on top of that, she’s looking to serve a lot of time. C-Note tells Trey he’ll turn himself in, but Kacee warned Trey against that and says if C-Note goes to jail, then Dede won’t have any parents to look after her. Trey tells C-Note, “You just take care of Dede.”
Terrence stares at a strange painting of a boy and girl sitting in a field. Kellerman tells Michael that the car is ready and they need to leave. But Michael is worried that they won’t make it to Washington with Lincoln and Terrence in the same car. Kellerman tells Michael to take back his weapon from Lincoln. Michael picks up the phone and dials the operator. He asks for the phone number to the local news station. Kellerman draws his weapon and tells Michael to hang up, but he refuses. When a receptionist at the station answers, Michael looks at Kellerman and says, “This is Michael Scofield. I’m at the Cutback Motel, Room 11. And I want to turn myself in.” Lincoln looks on, not sure what his brother has planned.
T-Bag nails planks across the front door so the family can’t escape. T-Bag leans over the family, “We will be a family…if it kills us.”
In the darkness of Fox River cell block, Banks taunts Bellick by singing his name, “Brad-leeeee. Warden’s gone home, bitch. The mice are gonna play.” Bellick hops of the bunk and looks over the tiers. Bellick asks Avocado for his help, but Avocado knows better. Bellick steps up to the bars and shouts over the tiers, “You want a piece of me, you sonsabitches? Come and get me! I ain’t scared of you! I ain’t scared of nothing!” Suddenly, the sounds of cell doors rolling open echo across gen pop.
A very weak Mahone sits inside a car and calls Agent Kim, and tells him that he’s returning to his assignment. Kim smugly replies, “Good. So I take it you got my message.” Mahone steps out and pops the trunk, “Oh yeah. Loud and clear.” Inside the trunk, blonde agent is dead, with a lethal wound to his head.
Kellerman and Lincoln check over their guns and Terrence pleads with Michael. Michael tells them to put the guns away. Terrence is freaking out. He makes a move for Lincoln’s weapon and turns it on the men. Kellerman stands with his weapon drawn. Michael tries to calm Terrence down. Michael tells him that so many people have suffered because of what he did, and all he has to do is talk to the press and set everything right again. But Terrence knows there is no good to come for him. Terrence turns the gun on himself. He slides the barrel under his chin and fires. The blood splatters across the painting of the children. Outside, sirens scream in. Kellerman says they have to go. Lincoln offers, “We still have Steadman.” Kellerman says, “We’ve got nothing.” And Michael whispers, “All we have is a John Doe.”