Charlie sips a glass of whiskey in a Pottsboro, Texas bar. She gets woozy just as she spies a group of men closing in on her. They drugged her drink! As the attack begins, Monroe breaks down the door and ruthlessly dispatches all the lowlifes in the building, saving Charlie's life. Meanwhile, Rachel wakes up in her bed in Willoughby after sleeping for three days. She's covered in bandages, but she's survived. Outside, the tension in Willoughby seems to have disappeared, as have Titus' men. In their place is the U.S. Government, establishing order and peace throughout the town. Patriot Director Ed Truman introduces himself to Rachel and informs her of his plan to see much more of her in future.
Injured while trying to break up a fight, Neville is late to work at the refugee camp. Deputy Director Vincent Cooke doesn't like Neville. Cooke's waiting in the wings for him the next time Neville slips up, ready to put a bullet in his head. Neville takes this in stride; Cooke has no idea the cobra he's stepped on. Later, as both men change out of their uniforms and into civvies, Neville notices a series of odd marks running up Cooke's left arm. Neville's found Cooke's Achilles' heel. That night, in a brothel, Neville pays off a hooker and enters a room where Cooke lays passed out in bed.
Rachel is convinced the Patriots are up to something. Claiming Andover's men are still roaming the perimeter, they put Willoughby on lockdown. With plans to search the perimeter, Miles orders Rachel to stay put. During the town's Halloween party that night, Rachel searches Truman's office and finds a folder with the Eye of Providence on it. Inside is a map with the Willoughby Train Yard clearly circled. Why? Truman suddenly enters and catches Rachel. He angrily escorts her back to her father's home, where Dr. Porter promises it won't happen again. But the damage is done. Rachel knows something is up... and Truman knows Rachel's a problem.
The Patriots catch a townsman named Bryce outside Willoughby. As Miles looks on from his hiding place, two swords thrash down to kill Bryce. In Willoughby, Dr. Porter begs Rachel to stop making everything her fight. He doesn't want to lose her again. Truman's aide, Scott, and the Patriots drive up with Bryce's body telling Dr. Porter the Clansmen got to him. This is why they're telling everyone not to travel beyond the gates... Elsewhere, Charlie comes to by a fire and finds Monroe sitting next to her. Monroe needs Charlie to take him to her mother, but Charlie is immune to his appeals. When she tries to attack him, Monroe easily gains control, then assures Charlie she has no choice in the matter.
Aaron has another psychotic episode. He falls to the ground and hallucinates that he's traveling through Andover's camp. Suddenly Cynthia wakes him up, fearing the worst. Meanwhile, Miles searches the now-deserted Andover camp. He notices fireflies all around him, lit up with an intrinsic energy source... weird. Miles enters Titus' office, only to find the Clan leader still alive! Titus pulls a gun on Miles and blames him for the death of his beloved wife. He complains about "that Judas packing my family into a train." What is he talking about? Titus pulls the trigger but no bullet comes out, so Miles attacks. After a scuffle, Miles steps back, having planted a knife in Titus' stomach. Andover is dead.
Rachel approaches her old friend Ken, Willoughby's butcher. She tells him her theory on the Patriots, and he promises to stand by her. After all, old friends need to stick together. Ken asks Rachel to walk down to his cellar with him to get wine, but when she spies the Eye of Providence, she realizes it's a trap. Rachel tries to escape, but Ken knocks her out and drags her deeper into the cellar.
Rachel wakes up, suspended from the ceiling, while Ken digs her grave. He admits to being a Patriot for the last seven years. He's not supposed to hurt her, but he knows she must be stopped. Rachel bursts into action, managing to stun Ken. Using her body weight to rip her hand clean from its manacle, Rachel drops to the ground and kills her former friend. The grave now belongs to him. After a quick burial, Rachel grabs all the intel she can.
Cooke wakes up in the brothel to find himself tied to the bed, with Neville sitting ominously at his side. Neville cuts to the chase: he needs a promotion and wants to know Jason's location. When Cooke continues to deny knowledge of Jason's whereabouts, Neville plunges a syringe into his arm: total overdose, then death. Back at the camp, Neville assumes Cooke's role without asking. Allenford checks in, but doesn't let on her surprise, telling Neville that Cooke was transferred.
Miles sneaks into the Willoughby train yard to make a terrifying discovery: Scott is there with his Patriot men... and Garrett, Andover's second-in-command, who's now in Patriot uniform! They execute two people and place them on horseback. Miles grasps the entire ruse - the Patriots are perpetrating to win trust from a terrified citizenry. Suddenly, Miles is made, so he takes off for safety. Meanwhile, Aaron begins to see things again, this time while he sleeps. From a high angle, Aaron sees Miles escaping from Scott, Garrett and the Patriots. When two soldiers corner Miles, Aaron somehow sets them on fire. Aaron bolts awake in his own bed... how could... was that real... what has he done? Near the train yard, Miles stares in horror at two charred bodies as the swarm of fireflies drifts off into the night.
Over whiskey, Miles and Rachel swap stories. Miles has no idea what happened but knows Willoughby is in a state of occupation, and every good occupation needs a resistance. He and Rachel can fix it. Rachel's worried. The last time she tried to fix something, she ended up ruining everything... Little do they know, Charlie and Monroe are a mere 10 miles outside Willoughby and headed their way.