Outside Quinn's hideout, mangled armadillo Clipper bodies lie strewn on the ground in the aftermath of Lydia's failed attack. Quinn finishes off the surviving Clippers with his sword, then greets Lydia coolly.
Sunny and Bajie drive Portia and Amelia to a healer to treat Portia's wounds from Nos's attack. They make it to a shanty apartment complex where men and women are wearing masks. "They're Gaspers. The poor man's opium," Bajie explains. Doc Cloud, who knows Portia, allows them in.
Veil continues running through the woods, away from Quinn's bunker. Declan and some of Quinn's men are following her trail. Henry's cries alert Declan to her hiding spot. As Quinn's men move closer, a Cog finds Veil and covers her mouth to quiet her.
In Quinn's office, Lydia tells Quinn she came to avenge her son and Quinn admits Ryder's death hurt him "more than anyone." Lydia learns of Veil's escape and taunts him about "another pretty young thing" abandoning him and his fall from power. Quinn passes Lydia a dagger, but before she can stab him, he grabs her hand so she can only pierce him. He wipes his blood on her lips, then passionately kisses her.
Doc Cloud thanks Sunny for bringing Portia to him. Sunny asks for fuel and a route to the wall in return, but Doc says no one gets through the wall "unless they're in chains." He offers Sunny and Bajie fuel and tells them to stay the night instead. Sunny blames himself for what happened to Portia. Doc Cloud says Sunny isn't a bad man.
At The Widow's Sanctuary, Odessa tells Tilda about her disapproval of the Widow's alliance with Quinn, who she used to belong to as a Doll. Odessa considers the Widow just as bad as any other Baron and challenges her way of protecting her girls. Tilda opens up about her childhood as a house Cog working for the Widow's husband, who sexually violated Tilda multiple times. Tilda recounts that before she could end her own life, the Widow killed her husband to protect Tilda. Odessa, moved by Tilda's history, agrees to stay and leans in to kiss Tilda. Tilda initially recoils, but returns the gesture. Waldo sees them from afar when he approaches to fetch Tilda for the Widow.
Tilda attempts to explain her actions to Waldo, but he cuts her off and warns her again about letting her emotions cloud her judgement. A truck arrives with more runaways. Tilda sees Veil and Henry among the group and asks if Sunny and M.K. are with her. Veil tells her they aren't and asks to see the Widow.
M.K. continues his journey away from the Monastery and finds a camp. The camp owner finds M.K. stealing a carrot and smashes his head into a glass panel. M.K. notices he's cut and worries about summoning his power, but nothing happens. Before the camper can kill M.K., a hatchet is thrown into the camper's head -- by Ava. M.K. smiles and they run off together.
Waldo promises Veil that she's safe at the Sanctuary. Veil notes Waldo was supposed to help her and Sunny out of the Badlands and he apologizes that it "didn't work out too well." The Widow offers to help find Sunny if Veil agrees to give up the location of Quinn's hideout so she can "make sure he doesn't hurt anyone else." Tilda and Waldo leave so the Widow can speak to Veil in private. The Widow has Veil fetch the Azra book that M.K. stole from her. Veil claims she didn't know it belonged to her and says she wasn't able to translate the hieroglyphic text, but the Widow orders her to try again. "It's important," the Widow says. "It might even help us win this war."
M.K. and Ava find an old hotel, but Ava warns that the Abbots have a device to track their gifts and recommends moving. Ava suggests the Mirror Chamber might have affected M.K.'s gift and pries for information on what M.K. saw, but M.K. offers nothing.
At Doc Cloud's apartment, Bajie enjoys a gas mask while looking at a racy magazine from the old world. He sees a truck pull up.
Portia and Amelia sleep while Sunny watches over them. Bajie rushes in and warns Sunny that they need to leave immediately.
Outside the complex, three Abbots use their tracking device and conclude that "the boy is close." Bajie comes across a bathtub filled with floating trash and hides in the water while wearing a mask. The Abbots are led to the bathroom where Bajie is, but they lose their tracking signal. They deem it a malfunction and leave after they pick up a new signal coming from elsewhere.
After Sunny confronts him, Bajie admits to knowing who the Abbots are. Sunny tells him the Abbots have M.K., but Bajie warns they're dangerous. Sunny is suspicious about how he knows so much about them, but Bajie doesn't give up details. Sunny insists they go after the Abbots, but Bajie, clearly terrified, refuses. Sunny grabs the car keys and drives off, leaving Bajie.
Outside Quinn's hideout, a crossbow with a note is flung into a tree trunk. The note bears the Widow's butterfly insignia and invites Quinn to meet at the Sanctuary. Though the note instructs him to come "unarmed and alone," Quinn puts a team together.
M.K. and Ava make it to an abandoned ski lodge, where remnants left over from the old world's final holiday season remain, and M.K. wonders if "they knew it was all going to end." Ava struggles with her decision to leave the Monastery and says she doesn't remember her real parents. M.K. says there are "worse things than not remembering" and opens up about his Mirror Chamber visions and that he killed his mother. Ava suggests the visions can't always be trusted, but M.K. believes what he saw.
Quinn's Loyalists move in the dark through the Sanctuary and kill one of the Widow's guards. The Widow appears and Tilda throws a star at a Loyalist to make things even. Quinn asks how he was found, and Waldo suggests Quinn wouldn't be "living like a roach in a hole" if he had listened to him. Quinn warns the Widow about Waldo's loyalty. The Widow tells Quinn she wants the other Barons dead, just like Quinn does, and proposes an alliance. Quinn requests a moment alone first with the Widow and demands she return Veil and Henry before he'll agree to the plan. The Widow refuses and Quinn recommends reconsidering before the other Barons come for her Butterflies.
At the lodge, M.K. finds an old magazine that features Azra's skyline on its cover. He shows it to Ava as proof the Master has been lying to them. They hear a noise -- the Abbots have arrived.
The Abbots use their tracker as Ava and M.K. try to escape from the lodge. In the lobby, a hand grabs M.K. It's Sunny. Before they can all make it out, the Abbots find them.
Sunny draws Moon's ringed sword and rushes Cyan, the same Abbot who defeated him in the Badlands, while M.K. and Ava fight the other two. Sunny tells M.K. to cut himself, but M.K. tells him that his power doesn't work anymore. Ava summons her power instead. The Abbots follow suit and resume their battle with enhanced power. After Cyan sends M.K. and Sunny flying, Ava is caught between all three Abbots. She tries to keep up, but Cyan hits her with a powerful chi blast that impales her on a spike. Before one of the Abbots can kill M.K., Ava manages to push her bare fingers through the Abbot's throat, then collapses. The Abbots' truck crashes into the lodge and Bajie steps out of the cab. Cyan greets Bajie as his brother. Bajie admits to Sunny he was an Abbot "in another life" and goes after Cyan, who notes that Bajie has lost his own gift. Bajie hits Cyan with a pressure-point strike, shutting down his power. Cyan hits five points on Sunny's chest before Sunny slices Cyan's face in half.
At the Sanctuary, Veil tells the Widow she hasn't translated the Azra book. The Widow uncovers the bottle of poison Veil had given to Tilda and confronts her about trying to turn Tilda against her. The Widow says she can't find a reason to forgive Veil, but her "conscience is clear." Quinn appears, ready to take Veil and Henry back "home."
At the lodge, M.K. watches as Ava dies. He cries over her body. Suddenly, Sunny clutches his chest and collapses.