Written by Drew Goddard and Breen Frazier; directed by Frederick E.O. Toye

In a club in Havana, Sydney does some salsa dancing, then chats with a contact who seems to be betraying someone. He tells her that someone is planning an attack and all of the information is on a hard drive. Dixon gets said hard drive and Sydney and her contact dance a little while a man watches from nearby. At home in L.A., Marshall rushes around, trying to get ready for work while Carrie tends to Mitchell. Sloane calls Marshall, who pretends that his name is Mr. Hetherington, and tells him to get to APO as soon as possible. Carrie is upset that Marshall has to go because she wants to take Mitchell to the doctor’s. Marshall has no choice. Sydney calls Vaughn from Havana to tell him that a group called the Third Faction is planning a huge attack. They banter about dancing, which she thinks he hates, and he tells her they’ll go. As Dixon brings the hard drive to APO, Sydney heads off to leave Havana, but her car is ambushed and she’s abducted. At APO, a computer blows up and a pathogen is released in an office. Dixon is nearby at the time and is infected. Vaughn, Weiss, and Nadia inject themselves with something so that they can help him. In Havana, Sydney and her contact from the club are confronted by the contact’s boss, a man named Ulrich. Ulrich kills the contact but tells Sydney that he has something worse in mind for her.

APO is quarantined until the hazardous material team can declare the building safe. Sloane is still wondering where Marshall is. Marshall has just arrived in the parking garage and gets a call from Sloane telling him that the building is in lockdown, so he can’t come in. Inside, Sloane tells the others that they’ve been double-crossed. They aren’t sure what Sydney’s status is, so Vaughn calls her. Sydney wakes up somewhere dark but misses Vaughn’s call. Using the light from her phone, she sees that she’s in close quarters with the body of her contact - she’s been buried alive. Sloane calls her back and she warns him not to hook up the hard drive. She informs him and the others that she just woke up in a coffin. She’s not thrilled to learn that everyone is under quarantine for the next 36 hours, so they won’t be able to come rescue her. Marshall, listening in on a conference call, announces that he can go to Cuba and find Sydney by tracing her cell phone’s radio frequency. He thinks that he can rig up the technology he needs in Cuba. He warns that Sydney will need to stay off of her phone while he’s traveling so that it doesn’t die. Jack reminds Marshall that Sydney won’t have a lot of time to wait. Sydney hangs up and starts crying.

Sloane tasks the other agents to find out what city the Third Faction is planning to target. Nadia is concerned about Sydney, but Sloane wants her to focus on beating the Third Faction and showing them that they can’t bury APO agents alive. Marshall arrives in Havana and attempts to put together a locator in a store while an old woman and a chicken look on. Even with his limited knowledge of Spanish, he manages to get everything he needs. Sydney calls Vaughn and tells him that they can ID her contact, look him up in surveillance footage, and get photos of other members of the Third Faction. She takes a photo of the contact with her phone and sends it to APO so they can get started. Sydney begins repeating herself, making the other agents fear that she’s running out of oxygen. Marshall starts tracing her signal, but when Vaughn calls her to let her know, the phone starts dying. Marshall reaches the cemetery just as Sydney’s phone goes dark, and to make matters worse, there are a handful of freshly dug graves. Vaughn uses a satellite to find the GPS device in Marshall’s phone, then determine which grave contains a live person. After some digging, Marshall gets to Sydney, who’s unconscious, and revives her with CPR.

Marshall and Sydney get in touch with APO, where Sloane has identified the contact and Ulrich. With APO still in lockdown for 24 hours, Sydney and Marshall will have to get the information on the Third Faction’s attack from Ulrich. They’re tasked to go to his club in Berlin and upload the contents of his hard drive. Sydney can’t go, since Ulrich knows her, so Marshall will have to do most of the work. In Berlin, Sydney gives Marshall some tips on how to appear confident so he can get close enough to Ulrich’s computer to automatically transfer information onto a flash drive. She also gives him a cell phone that doubles as a gun (which he himself built). Carrie calls and Marshall sings Mitchell a lullaby. She’s not happy that he won’t be home from work for a while. Marshall goes into the club, which is not his cup of tea, and heads for the back office, doing a shot along the way. He announces to Ulrich’s guards that he wants to see him, repeating things that Sydney tells him to say. In the office, he puts the flash drive (disguised as a pack of cigarettes) on the desk and uses the alias Jack Bristow. The pack isn’t close enough to the computer, so Marshall has to pretend he’s a smoker, which, of course, doesn’t quite work out. He also has to speak German, which he turns out to do pretty well.

Vaughn tells Sydney that the hard drive is connected to a firewall and everything the flash drive is uploading is encrypted. Ulrich is biometrically connected to the firewall, so Marshall will have to get him to the basement to shut it down. Sydney tells Marshall to use his cell phone/gun to convince Ulrich to take him to the basement. Unfortunately, Marshall accidentally shoots Ulrich, killing him. While Sydney heads in to help him, Jack tells Marshall to find something he can use to cut out Ulrich’s eyes and override the firewall. Marshall’s first attempt with a letter opener is unsuccessful, but he manages to find a spork (something Jack is unfamiliar with but thinks will work). Marshall gets the eye, then heads to the basement with it and Sydney and learns that the attack will take place in Hong Kong. Back in L.A., Dixon rejoins the team as Sloane tells everyone that the mission was successful. Sydney takes Marshall home and he laments that he hates having to lie to Carrie. She jokes that he could tell her the truth, that he had to cut out a man’s eye to save the world. Marshall says he didn’t save the world, but Sydney notes that he saved her. He invites her in for dinner, but she says she has to go see someone at the train station. There, she meets up with Vaughn and they dance together.

MEMORABLE QUOTES: Sydney: “You have any idea how hard it is to maintain cover while dancing the salsa in three-inch heels?”
Vaughn: “Yes, actually, I do, but let’s keep that between us.”

“That can’t be regular Spanish, that’s way too fast.” - Marshall

Jack: “Marshall, what’s your status?”
Marshall: “Well, it’s really hot here and everyone keeps calling me Chongo.”

Marshall: “Syd, this guy, he buried you alive.”
Sydney: “Yeah, but he cheated. He hit me with a car first.”

“Hush little Mitchell, don’t you cry / Daddy’s here to teach you about Lanthanides / Cerium is first, yes it leads the way / Hexagonal structure and it’s iron gray / Praseodymium is next and it looks like brass….” - Marshall’s lullaby

Sydney: “What do you see?”
Marshall: “Well, a lot of people who are into spanking, apparently.”
(a random woman kisses him)
Marshall: “…I think I just got hepatitis.”

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