Sara walks to the back of the cigar club and unlocks the door to the humidors. She looks over a wall of private lockers but before she can find her father's, the manager calls to her, "Ms. Tancredi, I need to have a word with you."
Michael sits at the bar, looking over a pamphlet about the club. Something in the information makes him pause. He looks outside and sees a local squad car drive by.
Sara moves towards the manager but then moves quickly to the front door.
Michael makes his move to exit also. He pretends to reach for a few mixed nuts, but instead steals a man's cell phone.
Sara and Michael collide in a hallway. Michael whispers, "It's time to go." The two hurry into the kitchen, and then exit out an emergency door. They land in the alley where a squad car turns on its lights and speeds after them.
Inside an airport terminal in Minneapolis, Mahone talks to his son on the phone. Cameron is still in Montana, recovering from the hit and run that Agent Kim arranged to force Mahone back on the job. Mahone tells his son that he should have been there with him, looking after him. Mahone's other line beeps and Agent Lang confirms reports that C-Note was at the diner. Mahone grabs a teddy bear with "Get Well" written on the stomach from a kiosk. Lang is sending C-Note's mugshot to the hospitals in Southeastern Minnesota after they learn about Dede's condition.
Micheal and Sara find the car and tell Lincoln and Kellerman they didn't get what was in the humidor. Michael says that they must get back in the club because once the Company finds out where they've been, they'll clean the place out. Michael wants to take the car because he knows of someone who can help them. He hands the cigar club pamphlet to Lincoln. Lincoln reads over the charter of members and mutters, "Pope?"
There's a knock at the door and Henry Pope bellows "Just a minute!" from inside the house. He answers the door with a smile and sees Sara standing on his doorstep. Sara tells Henry there's something he needs to hear, but she needs to make sure he's open to it. Henry wants nothing to do with her and Sara pleads, "Please. Just five minutes. After that, if you want us to leave, we'll leave. Henry asks, "Who's us?'" Michael slides into Pope's view, his jaw drops.
In Henry's living room, Pope lectures Michael about how his actions have affected his life, "What the hell you thinking about, waltzing in here, you're a wanted criminal!" Michael defends that his brother is innocent and tells Pope that the proof is in a locked humidor at the cigar club. Henry orders them out and Sara begs him to listen. She shows him the key and Henry pauses. Maybe they're telling the truth.
The Hollander station wagon rolls into Conecuh County, Alabama. The kids sit silent in the back seat and T-Bag presses on. Susan tells T-Bag that the family needs to eat. T-Bag swings the car down a drive way and stops in front of a worn down home. T-Bag curses the people who have covered the walls with graffiti and broken the home's windows. Susan whispers, "What is this." T-Bag pauses, and then with a hint of sadness tells them, "My home."
Sucre's small car races through Mexico. Suddenly, the engine grinds and sputters. Sucre pulls the car to the side of the road and tries to restart it, but it's dead. He climbs out and flags a passing car. The man inside asks where he's going, and Sucre tells him the airport. It happens that the man is also heading there. Sucre smiles, knowing that he'll see Maricruz soon. From the backseat, a walkie-talkie hisses. The man picks it up and says he's twenty minutes from the airport. Sucre asks what the walkie-talkie is for. The man tells him that he's airport security. Sucre squirms, and tries to stay cool.
C-Note walks into a hospital with Dede and seats her in the lobby. C-Note tells a nurse about Dede's situation, and the nurse asks to see his insurance card. C-Note tells her that he's from out of town. The woman presses on, asking for driver's license or anything with C-Note's name and address. When C-Note declines, the nurse goes to get her supervisor.
Henry isn't budging and tells Michael that he trusted him once and Michael betrayed that. Michael pleads that he was desperate and had to do what he did to save his brother. Henry tells Michael and Sara that they've made a serious mistake and he has to call the police. Michael knows he has no choice. He pulls Lincoln's gun from his jacket and aims it at Henry. Henry wisely hangs up the phone. Michael tells Henry that he never wanted any of this to happen and certainly didn't want to ruin Henry's life. Henry angrily interrupts, "Did a pretty damn good job." Sara jumps in and tells Henry that she's covered the same ground with Michael before, but she looked into Michael's claims and he's telling the truth. Michael just wants his brother's life back and says he would lay down his own life. Henry says that's easy to say since he has the gun. Michael flips the gun around and places it on the counter for Henry to take. Henry looks at the gun.
A nurse tells C-Note that there are better places to help Dede. But C-Note is frustrated and yells at the woman, "You wanna wait -til she's dying before you help her?" The woman defensively argues, "This is a hospital, not a homeless shelter." C-Note shakes his head, furious and defeated. He gathers Dede and they leave the hospital. Once they exit, C-Note watches Mahone's car race up. C-Note can only muster a quiet, "Oh God." He grabs Dede and races back into the hospital. Mahone paces through the hospital, staying close on C-Note's trail. C-Note makes his way out the back and runs towards a train. C-Note tries to force his way on, but Mahone barks out from behind him, "Franklin! FBI! Stop!" C-Note, clutching his daughter, debates his next move. C-Note turns to face Mahone, Dede wrapped around his chest. He puts his free hand in the air. C-Note begs Dede to let go and get clear, but she refuses. Mahone keeps his weapon trained on C-Note. The door to the train slowly closes, and Mahone tells C-Note, "Don't let her pay for your mistakes, you hear me?" The door closes and the train rolls away.
Henry looks over the gun and his unwanted guests. Henry tells Michael, "I could shoot you right now and not even think twice." But Michael knows he won't, and begs Henry to help them retrieve whatever is in the humidor. Michael is only asking for Henry to go with them and find the truth. But Henry is still holding firm. Michael tells Henry, "Well, maybe there's something I can offer you to make you change your mind."
T-Bag opens the front door to his old home and looks at the damage that's been done. The walls are covered with holes and graffiti. The Hollanders slowly shuffle behind him. T-Bag slides an old bookshelf away from the wall, revealing another hole. He reaches in and finds an old thesaurus, damaged from water and covered in cobwebs. He flips it open and scans the pages, reading the old notes in the pages. T-Bag hears the echo of laughter and turns to the Hollanders who are nervously shuffling about. "What do you intend to do with us?" Susan asks, but T-Bag doesn't answer.
T-Bag flashes back to his childhood in that house. His father sits on the couch, drinking with several of his friends. One friend tells T-Bag's father that he doesn't deserve more money per hour than he has IQ points. The friend adds, "Seems equal stupid as the rest of. Seems to run in the genes." The friend motions to a woman, quietly rocking on the porch, T-Bag's mother. T-Bag's father gets defensive to prove his friend wrong and slurs an order to his son, "Teddy. Ten simminins." Young Teddy squirms, clearly tired of being his father's go-to trick. The friends pick the word, "destroy." T-Bag readies himself, and then spouts off ten synonyms. Teddy's father smiles, "My boy's gonna be president."
T-Bag closes the thesaurus and continues to walk through the rest of the home. He opens the door to his old bedroom. He remembers another conversation where he hold his father he didn't want to study because he "felt like a circus freak." But there's something more here. T-Bag's father gets inappropriately close with his son.
Susan asks again, "What are you going to do with us?" But T-Bag just stares into the room. When he finally closes the door, he turns to her, "We're gonna put down some roots."
"You wanted me dead, Paul," Lincoln starts with Kellerman. The men stand on a roof top, looking down at the cigar club. Kellerman defends that it was all just following orders. When Lincoln asks about Kellerman's relationship with the President, Kellerman defends that he never loved her and Lincoln isn't capable of understanding the relationship. Then Kellerman continues, "Anyway you look at it, there is no light at the end of this tunnel. One way or another, you and I die. Your brother too." Lincoln searches through his own feelings about what Kellerman is saying. Kellerman opens up to having a sister that he hasn't talked to in fifteen years, maybe she's better off for not knowing him. Lincoln remains optimistic that they'll accomplish their goal and come out alive. Kellerman tells Lincoln that all he sees is a dead end, but he knows that when they finally come for him, he's going to take as many of them with him as possible.
Agent Hara hurries into Agent Kim's office with news of Sara's appearance at the cigar club. Hara tells Kim that her father was a member there and he had a private humidor. Kim picks up the phone and quickly arranges a flight to Chicago.
Sucre walks into the airport with the security guard. Sucre says he needs to use the bathroom and thanks the man for the ride. When Sucre ducks out, another security guard in uniform greets the man that gave Sucre a ride. He hands the man a flier with Sucre's photo and he shouts out, "He's here!"
Maricruz and Theresa hurry through the terminal with their bags. Maricruz scans the people for Sucre. Theresa tells Maricruz to forget it, Sucre isn't going to show. Maricruz turns again and sees Sucre rushing through the crowds to get to her. He kisses her and smiles, then says, "I have three words for you...we gotta run!" He grabs Maricruz and leaves Theresa sanding alone. They run out the door and jump into the first taxi they see. Sucre orders the driver to move.
Michael parks the car. Henry looks to Michael, "Your certain about what's in the box?" Michael says no, but it's all the hope he has left. Henry takes the key and walks to the cigar club. Sara jokingly reminds Michael that he still owes her a dinner. He promised it after Abruzzi cut off his toes. Michael jokes back, "Maybe when we get this wrapped up, we can stop and get a burrito on the way back to Pope's house." Sara watches Pope walk down the street.
On the roof top, Lincoln and Kellerman see Pope entering the club. Lincoln calls Michael to confirm that Henry is in the club.
Henry makes his way inside and greets the manager. The manager divulges that Sara had been there earlier. Pope said he heard the news and that next time, they shouldn't let her get away. Pope continues on to the humidors. He finds the one with Frank Tancredi's name on it, then checks his back. He unlocks the humidor and finds and envelope, inside is a computer memory stick. Pope quickly closes the humidor, places the stick in his pocket and heads out. He passes a man with a laptop and asks to use his computer.
T-Bag hurries about the home, trying to clean the mess. Susan begs T-Bag to stop and tells him the family can't live like this. T-Bag takes the kids into another room and closes the door behind them. He sits Susan down and tells her that he would never have brought the family to a place that meant so much to him and done her wrong there. He tries to convince her that he is a good man and not the villain she sees him as. He tells her that he is "the tail end of a corrupted breed. The earth, thank God, will see no more of our corrupt generations." He tells her that he is unable to have children and all he wants to do is end the Bagwell bloodline and start a new family. He swears to her that he will be good to her and her children. All he wants is to be loved back. But Susan can't and she pulls away from him. T-Bag glares down on her.
T-Bag sits outside the house, listening to Susan beg for her life from the house. His eyes snap to a hatchet near him.
C-Note carries his daughter into another medical clinic. The people in the lobby look him over. He walks into a back room and finds a doctor at his desk, smoking a cigarette. He tells the man it is an emergency and he needs to look at Dede immediately. He puts Dede on an examining table and the doctor says he'll have to run some tests.
Michael calls Lincoln for an update. Pope exits the club and a black sedan pulls up in front of Pope. Lincoln and Kellerman watch in horror as Agent Kim gets out and greets Henry. Kim tells Henry he's a colleague. Lincoln asks Kellerman if he knows Kim and Kellerman confirms. The men sprint off the roof. Kim presses Henry to find out what he was doing in the club and asks Henry to empty his pockets. Kim's driver emerges from the car and Kim brandishes his weapon when Pope refuses. Kim threatens to harm Pope's family if he doesn't hand over what he has.
Michael starts the car. Sara whispers, "Michael..." and Michael races the car into the street. He pulls up into the club drive and clips Agent Kim with the front of the car. Michael backs up and Pope jumps in. Kim, in a heap, draws his weapon and aims at the car.
Kellerman and Lincoln charge down on Kim. Lincoln catches Kim across the chest with a kick, forcing Kim to drop his weapon. The driver jumps out to fire his weapon at Michael and the car, but Kellerman fires his weapon and takes the man down. Lincoln continues to beat Agent Kim until Michael calls for him. Sirens are bearing down around and Lincoln jumps into the car. Just as Kellerman reaches for the car door, Sara smashes the lock so Kellerman can't get in. The car races off and Kellerman is left standing, looking at Agent Kim. After a moment, he runs off.
The cellar door of T-Bag's house opens, revealing Susan and the kids, who quickly cling to each other. A police officer, weapon drawn, looks down at them and tells them everything is okay. Susan asks the officer what happened. He replies that someone called in a hostage situation. Susan is baffled because she knows no one knew they were there.
Miles away, T-Bag sits in the car, crying over an open cell phone. He saved the Hollanders, but is devastated that the woman he loves will never love him back.
C-Note holds his daughter close. The doctor tells C-Note that Dede is showing signs or renal failure and asks if she's ever had hemodialysis and C-Note says no. The doctor says the clinic isn't set up for them to do it and they need to put a catheter in her neck so she can be treated. C-Note isn't sure he can let the doctor go through with what he's about to do, and grabs Dede from the table.
Michael pulls the car into Henry's drive way and Henry gets out. Michael tells Lincoln that he made a deal with Henry that if Henry helped and they got what they were looking for, then Michael would turn himself into the authorities. Lincoln is furious because what was in the humidor could be useless. Sara also had no idea Michael made a deal with Pope. Michael tells them that they can finish the fight without him, but Lincoln knows that once Michael is in, there's no turning back. But Henry steps in and says Lincoln is right, the courts wouldn't be flexible with Michael. Michael wants to keep his deal, but Pope won't let him. He hands Michael the memory card and tells him that he listened to the recording and Michael has something. Henry tells them that they need to leave before he changes his mind.
Sirens scream and C-Note sits with Dede behind a building. He puts her hood on and picks her up. C-Note begins to break down, knowing that he's trapped and his daughter is dying. He fights through the tears to tell Dede that he loves her and he's sorry. He eyes a payphone nearby.
Agent Lang phones Mahone and tells him that there's a call for him. Mahone says he'll take it later, he thinks he has a lead on C-Note. Lang insists that he take it. The phone clicks over. C-Note speaks with Mahone and offers to turn himself in on the condition that his wife goes free. Mahone says he doesn't need to deal with him and C-Note replies, "What if I got something you need?"
At the hospital, Mahone arrives with the "Get Well" teddy bear. He slides into a room and slips it under a child's arm. The child is Dede. C-Note stands handcuffed nearby. Mahone tells him his wife was released an hour ago and will be at the hospital shortly. C-Note just asks that Mahone promise his daughter will be okay. Mahone says as long as C-Note does his part, Dede will be fine. "I'll get you Scofield," C-Note whispers. Mahone leads him out of the hospital.
Inside a hotel room, Sara brings in a laptop. Michael pops open the memory stick and puts it into the computer. Michael asks if they're ready, Lincoln replies, "Let's do it."
An audio file appears, and begins to play...