SEASON TWO EPISODE GUIDE

2.01 - The Enemy Walks In (airdate: 9/29/2002)
Sydney recounts her most recent mission to a CIA psychiatrist: Tied to a chair somewhere in Taipei, Khasinau introduces her to "The Man" — who is actually her mother, Irina Derevko. Saying that she should have killed Sydney when she was born, Irina shoots her in the shoulder to make a point, then exits. Sydney, however, escapes by smashing the chair against a water valve.  She rendezvous with Jack, who has rescued a badly beaten Will, and explains what happened. She and Jack then reveal the truth about themselves and SD-6 to their panicking friend.  Jack enacts a cover-up: He tells Sloane that he gave Sydney the "Freelancer" call sign because he didn't trust Sloane and that Will's kidnapping led them to Khasinau, who's organization is now fractured. He pleges loyalty to Sloane and convinces him to spare Will's life. As a consequence, Dixon apologizes to Sydney for questioning her loyalty.  Sloane then sends Sydney to the French estate known as Le Petite Rose to plant a phone bug in the office of Jean Luc Rave, a Khasinau cohort and member of the French National Assembly. Sydney gives Marshall's bug to Agent Weiss, who inserts a delayed transmitter that controls what SD-6 will hear.  Having parachuted onto the estate, Sydney finds an unconscious Vaughn about to be butchered by Khasinau. She revives him with an adrenaline shot to the heart. He explains that he used a screwdriver to open a grate, which allowed him to escape the flooded room. When the psychiatrist questions her about Vaughn, she gets defensive.  Meanwhile, Jack ensures Will's safety by drugging him and placing him at the scene of a drug bust. Under media scrutiny, Will claims his story about SD-6 is a lie. His reputation is ruined, but his life is saved.  The CIA sends a team, including Sydney, to Barcelona, based on info gleaned from the bug. The "Bible," an operations manual for the Khasinau/Irina cartel that had been in Taipei, is to be given to Khasinau on a Barcelona pier. SD-6 is unaware. But in an ambush, Irina shoots Weiss and the players scatter. Sydney trails Khasinau, who has the Bible, to a warehouse where they're confronted by Irina. Irina kills Khasinau and takes the Bible. Before leaving, she tells Sydney, "Truth takes time."  Back home, Sydney tells Will that she's glad she doesn't have to lie to him anymore and then leaves to eulogize Emily Sloane. At the CIA headquarters, Irina comes in from the cold and surrenders.

2.02 - Trust Me (airdate: 10/06/2002)
Under the charge of Asst. Director Kendall, Irina is led in shackles to a cell in a secret Operations Facility in LA. Jack conveys his doubts about her sincerity to Sydney, who herself wishes that her mother dies for all she's done. Sydney also tells Vaughn that she's convinced Sloane killed Emily.  In London, Sloane, now a full partner in the Alliance, is given a mysterious injection. Later, Sloane admits to Sydney that the Alliance knows Khasinau is dead and believes Irina to be in hiding. He sends Sydney to retrieve a computer disk containing compromising info that Irina used for blackmail purposes. The disk is in a safe in a Rabat hotel room occupied by one Mohammed Naj. For her countermission, she's to give the disk to Richard Schmidt, an undercover agent at the Rabat embassy, who will create a bogus copy for Sydney to return to SD-6 - or, Vaughn says, "you could ask your mother for the disk's contents." She refuses.  Vaughn, under pressure from Kendall, speaks to the uncooperative Irina. She bends when Vaughn mentions Sydney's mission to Rabat, saying that Sydney must first pull a fire alarm before opening the safe. Is it the truth or a trick? Vaughn quickly contacts Sydney, who, dressed as an Italian traveller, is about to crack the safe. A suspcious Sydney refuses to pull the alarm but when she snatches the disk, an alarm sounds anyway. Syd escapes but can't transfer the disk to Schmidt.  Once back in LA, Sydney relents and agrees to see Irina, who says Sloane will use the info on the disk to bribe Peter Fortson, the creator of the T-Wave Satellite Camera, a super-sensitive spying device originally meant for use by the Pentagon. She asks for Sydney's trust. Sydney maintains her composure but breaks down after she exits.  Syd and Vaughn travel to Fortson's Helsinki lab to retrieve the camera before Sloane does. Dressed as a Eurobabe in a black wig, she narrowly avoids Sloane and steals the camera. Shortly thereafter, Sloane shoots Fortson in the leg when he discovers the camera is missing.  Back home, Will, who has been doing community service, offers to help Francie set up her restaurant.  Sydney goes to Irina again and lays down guidelines for their interaction in order to depersonalize their relationship. "You are not my mother," she says. Irina acquiesces.

2.03 - Cipher (airdate: 10/13/2002)
Sydney learns the T-Wave Camera she had stolen was a prototype, and that the Asiatic Space Agency and their client Sark will launch the real camera, which can see 100 meters through solid matter, into space in 72 hours from a site in Sri Lanka. Her mission is to wire it so SD-6 can tap into the image.  At the CIA, Kendall wants Syd to talk to Irina because Sark has assumed control of her organization, so she must know what he's looking for. Meanwhile, Jack tells the CIA psychiatrist that he wants to keep Sydney away from Irina. She notes that Jack refers to his ex-wife as Laura.  Irina tells Sydney that Sark is after a Rambaldi-designed music box. Encoded in the tune is a numerical equation for 0-Point Energy. Sydney rebuffs Irina's attempts to talk about her childhood. Later, Jack warns Syd about Irina, but says he trusts her judgement.  Marshall gives Sydney a hydraulic luge disguised as a suitcase. A grieving Sloane gives her something more personal: Emily's seed box. As part of her counter-mission, Vaughn gives her a circuitboard to attach to the camera and suggests bringing in Will, who's been stying with Syd and Francie, because he may remember the code Sark was working on that activates the music box. When they do meet, Will is surprised at Vaughn's youth and is jealous at how much he knows about their lives.  In Sri Lanka, Sydney disguised in a red wig as a European business woman, appears at the launch facility as Dixon breaks down the surveillance. She then dons a worker's jumpsuit and luges through the exhaust ports to the launch deck. A suspicious Sark speeds the launch. Syd barely completes wiring the circuitboard and luges out at 125 mph. The camera locates the music box in the center of a Siberian ice cavern.  Under hypnosis, Will remembers the names on Sark's computer — Dosteyevsky, Nabakov, Tolstoy, Checkov. Vaughn notices Sydney's feelings for Will. Later, Irina decodes the names and warns Sydney about Sark's ruthlessness, saying she wants the chance to explain herself.  Sloane receives a ghostly call from the Baranka B&B in Sonoma, CA — where he an Emily were supposed to go before she died.  Jack confronts Irina, who says they had their good moments together. He threatens to kill her if Sydney is harmed. She asks cryptically, "You haven't told her what you did to her after I disappeared, have you?"  In Siberia, Sydney receives the code from Vaughn and plays the music box. She records the tune and acts to disable the artifact. The SD-6 team is ambushed by Sark's men, however, and Sydney falls under the ice.

2.04 - Dead Drop (airdate: 10/20/2002)
As Sydney struggles underwater, she takes the gun of a drowned henchman and fires through the ice. Dixon helps pull her through.  At the SD-6 offices, Sydney tells Sloane that although Sark got away with the music box, it was corroded anyway. Sloane wonders why Rambaldi placed the artifact in ice. Later at the CIA, Kendall refuses Jack's wish to have Irina removed. When Sydney confronts Jack, he says he worries about the emotional aspects of their dialogue and warns Sydney that she wants a mother.  Sloane tells Jack about the mysterious phone call from the B&B and has Dixon investigate. He also says that SD-6 retrieved the corroded music box from Sark's safe house in the Falkland Islands, where they also found a man named Klaus Richter, who was seriously ill from a serum that Sark had administered. Jack interrogates Richter and learns that he had designed a map to lead Irina to The Bible, which he had hidden in a remote location. The map, we learn, is hidden in a 1st edition of War and Peace in a Moscow military library.  To prevent Sydney from seeing Irina, Jack gives Sydney a fake map which will lead SD-6 to the Sunken Forest — before she's given the SD-6 mission and the CIA counter-mission. Sydney says all she wants out of Irina is enough info to bring down SD-6 and get her out of the spy game.  In rehab, Will meets Rebecca Martinez, a conspiracy theorist who presses him to continue his expose of SD-6. Will refuses. Later she meets with Sloane; she's SD-6, and was sent to test Will. Dixon then returns with the B&B registry — signed by Emily!  Irina tells Sydney how to get to the map in exchange for her earrings and expresses worry. Vaughn offers Sydney his unconditional support during this difficult time. Meanwhile, an upset Jack tells the CIA psychiatrist that he's afraid of losing his daughter.  Sydney appears in Moscow disguised as a military officer and, using an electronic skeleton key fashioned from a medal, she finds the book and retrieves the map. Suddenly Sark appears and offers her a chance to work for him. Naturally, Sydney declines and escapes Sark, only to become trapped in an office by Russian guards. Sydney desperately calls Vaughn and has him enlist Irina to get her out. Irina alerts Sydney to a secret passage, which she uses to escape.  Later, Irina decodes the map, which reveals that The Bible is in a house in Madagascar. Kendall sends Vaughn and Sydney, over Jack's objections. Jack privately hatches a plan and has the building rigged with explosives. As Sydney and Vaughn arrive, Sark's men overtake them and enter the building, which explodes. As a result, Kendall has Irina taken to Camp Harris for unrestricted interrogation. A heartbroken Sydney tells Jack that he was right about Irina and apologizes for doubting him.

2.05 - The Indicator (airdate: 11/03/2002)
Sydney testifies before a CIA panel, claiming that Jack saved her from a trap engineered by Irina. Finding Irina's earrings in her now-empty cell, Sydney thanks Jack for saving her life.  In Vienna, SD-6's Austrian connection Neils Haber is murdered by Triad — a coaltion of drug and flesh peddlers nove moving into weapon sales — for selling intel. He had said Triad was developing 16 "next generation" weapons hidden in a bomb shelter under the Magistrate's Bureau in Budapest. Sydney's SD-6 mission is to photograph the weapons and retrieve specs.  Vaughn, who has now lost countermission approval to Jack, angers Sydney when he suggests that Jack had set up Irina during the Madagascar mission. At Francie's restaurant opening, Jack gives Syd her countermission — to hack into the computer, steal the files for the CIA, and download dummy files for SD-6. He also tells her that Irina is facing the death penalty for breaking her agreement with the CIA.  Vaughn speaks to Manolo Souza, a US national being held for transporting explosives in Madagascar. Souza tells Vaughn that he was working for Jack, confirming Vaughn's suspicions.  In Budapest, Syndey, wearing a blond wig and glasses, infiltrates the Magistrate's Bureau by claiming to be working on her family tree. She hacks the computer and downloads the files, but when Dixon leads her to the research room, she finds a man instructing young students how to assemble a gun. The weapons are children!  Sloane explains that they're being trained as sleeper agents. European standardized tests locate the brightest children, who are then given a month-long training program that's erased from their memory and sent back home. Supposedly, the KGB was developing a similar program in the 80s.  Sloane tells Jack that Emily's name was forged on a B&B registry weeks after her death. He admits that he poisoned her with sodium morphate, but only after doctors confirmed that her lymphoma would return. He asks Jack to find out who else was in the running for Alliance membership. At home, Sloane finds a glass of wine ominously waiting for him. When he has the wine analyzed, he finds that it contains VTX, an antidote to sodium morphate that simulates death.  At the CIA, Vaughn identifies the instructor as former KGB psych ops agent Valerie Kolakov. Against Jack's wishes, Sydney offers to get Kolakov, who's now in Buenos Aires. Later, Vaughn tells Jack that he'll go to Sydney if Jack doesn't tell her about Madagascar.  In Buenos Aires, Kolakov attacks Syd with a stun gun but is electrocuted when she throws him into water. She finds a spatial relations puzzle and completes it in seconds. When Sydney undergoes hypnosis back home, she sees herself giving a gun to her father! Syd confronts Jack with her memories — Irina's mission was to uncover "Project Christmas," a plan Jack developed to train kids to become American spies. Syd claims that Jack has been afraid she would figure it all out. "You programmed me to be a spy," she says, "I will never forgive you for this."

2.06 - Salvation (airdate: 11/10/2002)
As Irina's trial nears, Sloane informs Sydney that Richter was infected by an Ebola-like virus that Sark has developed. Sark is studying three infected patients in a private Geneva hospital which Jack and Sydney, posing as a wealthy Southern patient and his daughter, must infiltrate to acquire the research.  Jack explains to Sydney that he never intended her to be a spy, that he only tested Project Christmas on her so she could be strong in a dangerous environment — but Sloane got to her before he did. She's dubious and is further angered when Irina pleads guilty and is sentenced to die in three days. Sydney, hoping to halt Irina's execution, writes Devlin a letter stating that Jack has deceived the CIA.  Later, Vaughn explains to Devlin that he's found Soviet standardized test from the 80s, similar to our own. He believes that Irina stole Jack's research and there may be Soviet sleeper cells here in the U.S. Devlin is doubtful. Vaughn hires Will as a freelancer to look into this issue.  On the plane to Geneva, Jack, who's aware of Sydney's letter, says that Irina's plea was a ploy to get Syd's sympathy. Syd says that her birth is his biggest mistake — it represents his gullibility. They arrive at the hospital incognito — on the operating table, Jack gasses the doctors, then downloads the research as Sydney extracts blood from a dying patient, who says the name Irina. Creating an explosion by mixing ammonia with iodine in a centrifuge, they escape to a helicopter on the roof. Jack explains that Irina had ordered Sark to infect her own operatives and use them as a test group.  As Irina's trial nears, Sloane informs Sydney that Richter was infected by an Ebola-like virus that Sark has developed. Sark is studying three infected patients in a private Geneva hospital which Jack and Sydney, posing as a wealthy Southern patient and his daughter, must infiltrate to acquire the research.  Jack explains to Sydney that he never intended her to be a spy, that he only tested Project Christmas on her so she could be strong in a dangerous environment — but Sloane got to her before he did. She's dubious and is further angered when Irina pleads guilty and is sentenced to die in three days. Sydney, hoping to halt Irina's execution, writes Devlin a letter stating that Jack has deceived the CIA.  Later, Vaughn explains to Devlin that he's found Soviet standardized test from the 80s, similar to our own. He believes that Irina stole Jack's research and there may be Soviet sleeper cells here in the U.S. Devlin is doubtful. Vaughn hires Will as a freelancer to look into this issue.  On the plane to Geneva, Jack, who's aware of Sydney's letter, says that Irina's plea was a ploy to get Syd's sympathy. Syd says that her birth is his biggest mistake — it represents his gullibility. They arrive at the hospital incognito — on the operating table, Jack gasses the doctors, then downloads the research as Sydney extracts blood from a dying patient, who says the name Irina. Creating an explosion by mixing ammonia with iodine in a centrifuge, they escape to a helicopter on the roof. Jack explains that Irina had ordered Sark to infect her own operatives and use them as a test group.

2.07 - The Counteragent (airdate: 11/17/2002)
Vaughn wraps his bloody fingernails and heads to Irina's cell. She thanks him for proving Jack's involvement in Madagascar. Vaughn admits he's sick and asks Irina what Khasinau learned from experimenting on people exposed to the Red Ball. Irina asks if he loves Sydney, to which Vaughn replies that he'll tell her if she helps him.  Will tells Sydney that the 1982 standardized test is missing from public record. Sydney then explains "Project Christmas" and says that Vaughn thinks Russian intelligence is still running it to recruit American sleepers.  At the CIA, Sydney, having learned that Vaughn is sick, asks Irina if there is an antidote. It's in Paldiski, Estonia, she says, at a former Soviet training base for nuclear submarine personnel. But the antidote is genetic-specific, meaning Sydney must manufacture it from Vaughn's blood. With Vaughn now in the hospital and expected to live only three days, Sydney draws his blood and they hold hands. On her way out, Sydney meets Alice, Vaughn's girlfriend.  Sloane confesses to Jack that he's insecure about his standing within the Alliance and that he confessed the Emily issue to Kristof, whom he must now meet in Tokyo. He tortures Richter, desperately trying to find the location of Derevko's ops base.  Will gets hold of the '82 standardized test and finds that it contains no spatial relations questions. Later, Francie recognizes that the test is actually from '83 because it references the American invasion of Grenada. Will then speaks to an official at the Dept. of Education who gives him the actual '82 test, which has spatial relations questions. The official is baffled — he had submitted the test without such questions.  Sydney arrives at the Paldiski lab and dons a hazmat suit. She spots Sark. Finding the equipment, she learns that an alarm will sound if she tries to generate the serum. She ignores Kendall's order to abort and makes the serum, thus alerting Sark to her presence. Sark traps her in a decontamination chamber and threatens to kill her by releasing ammonia flurochloride. He forces her to cuts a deal — Sydney can keep the antidote if she'll deliver him Sloane.  At the CIA, Jack supports her plan, mentioning that Sloane will be in Tokyo. As Sydney prepares for the mission, Jack says he never wanted her to be involved in pre-meditated murder, and hints that it's Irina's influence on her. In a Tokyo hotel, Sydney, dressed as a geisha, overtakes a pair of guards and replaces a masseuse administering to Sloane. Syd stabs him with poisoned prongs from her hairpin and he passes out. Sark spirits away Sloane in an ambulance. A Sark associate gives the antidote to Jack.  In LA, Vaughn awakes from a 40-hour sleep. Jack tells him the antidote has been administered and Sloane is dead as a consequence.  At SD-6, Sydney surprisingly sees Sloane — with Sark! He says Sark is cooperating with SD-6 on the search for Derevko. In private, Sark explains to Syd that he revived Sloane and convinced him that they should work together to solve the Rambaldi mystery. Sark then diminished Sloane's doubts by giving him a mysterious piece of paper.  A healthy Vaughn returns to Irina's cell. He confesses his feelings for Sydney. Irina says he hasn't said anything to the one that matters. He leaves her and runs into Syd, who hugs him and cries. She says that Sloane increased his standing in the Alliance by presenting Sark as their new ally. Vaughn says he knows that Syd met Alice, but Sydney tells him not to explain and leaves.Vaughn hesitates a moment and follows, but she's gone.

2.08 - Passage Part I (airdate: 12/01/2002)
Sydney privately tells Sark that if he burns her, she'll return the favor. Sark tries to reassure her, saying he must keep quiet for his own safety as well. Later, a worried Sydney asks Irina if she told Sark that she was a double agent. Irina assures her that she did not, but that in itself doesn't mean that she's safe.  At SD-6, Sloane tells the doubting team that Sark has turned himself in and bartered immunity for information. Sloane reassures them that Sark won't violate their agreement. Sark says that it's not in his best interest to betray them. Sloane then unveils the next mission: Sydney and Dixon are to purchase the communication codes used by Uzbek troops. Extremist forces in neighboring Tajikistan are trying to use the codes to plan terrorist attacks, and SD-6 wants to study them. Irina, upon hearing of the mission from Sydney, insists on being released for 48 hours but refuses to offer details. Her request is denied.  Meanwhile, Sark tells Sloane that Sydney suspects he hasn't truly turned himself in. Since Jack can influence Sydney, they agree that Jack cannot know the real use of the codes. As Sark leaves, Sloane receives a phone call demanding account numbers for all SD-6 investments — or he will be held responsible for the death of his wife, Emily. Sloane is defiant.  Sydney and Dixon meet with Zokolov in Uzbekistan and obtain the codes, which are secure in a case. However, the case will detonate if opened without proper validation — a fingerprint of the case's owner, an Uzbek soldier who's been conveniently assassinated. Disguised as Uzbek soldiers, Dixon delivers Sydney's "corpse" to a morgue. Having gained entry, she then finds the soldier's body and obtains the print. Sydney fights off several guards, finds Dixon, and they return to home.  In LA, Will informs Vaughn that the KGB inserted questions into the 1982 standardized test, which was administered to 5 million American children. Vaughn bluntly says that Devlin ordered him to let Will go because his involvement may pose a security risk.  Sydney tells Will that she has to gain Sark's trust. Later, she asks Vaughn why the CIA is ignoring Will's findings. Vaughn simply says that the research was sent to the FBI. He then shows Sydney a watch, a gift from his father, who had told him, "You could set your heart by this watch." The watch stopped October 1 — the day he and Syd met. Their pagers sound, and the moment is cut short.  Sydney and Vaughn discover that the codes are actually for six portable nuclear warheads that were confirmed missing six months ago. Furthermore, Sark electronically sent the codes to an unknown third party. They should have listened to Irina.  Irina says that revealing the details earlier might have exposed Sydney as a double agent. The warheads are in Kashmir, she says, at a former maximum security prison that's now the stronghold for the People's Revolutionary Front. Sydney convinces Irina to lead a team to Kashmir. A furious Jack reacts by joining the team himself. He gives Irina a necklace layered with C4, warning her that he would detonate it if she tried to escape.  Will, although no longer working for Vaughn, gives him 40 names of children who achieved perfect scores on the standardized tests. He researched a culture study from 1980-1985 to find these scores, which Vaughn had said the CIA couldn't uncover. Will says he's still trying to figure out why the '82 tests were missing.  Disguised as a loving family on vacation, Irina, Jack and Sydney board a train en route to Kashmir. They parachute from the train and meet their contact, who provides them with the necessary equipment. Meanwhile, back at SD-6 Sloane receives a small package containing Emily's finger, with the wedding ring attached.  Syd, Irina and Jack are ambushed by the PRF on the way to the camp. During the fight, Irina uses the C-4 necklace, as well as a machine gun. After killing the soldiers, Jack informs Irina that she is not to carry a weapon. Irina acquiesces, but reminds him that they are in enemy territory and need to start trusting each other. The trio makes their way toward a CIA station where they can patch through to Langley on a secure line. They leave, set to arrive at dawn.

2.09 - Passage Part II (airdate: 12/08/2002)
At CIA headquarters, Vaughn learns of the PRF ambush on Sydney, Jack and Irina. Sending a rescue team is impossible, since doing so may instigate the Pakistanis. To make matters worse, Vaughn receives a memo stating that the nuclear warheads will be activated the next day at 1700 hours.  The trio makes it to Srinagar and meets Jack's contact. Vaughn contacts Sydney and informs her of the nukes' impending activation. Sydney jokingly tells Vaughn that while some families go miniature golfing, her family hunts for nuclear warheads. Disguised as Pakistanis, they head for the PRF base in an old truck. Jack, under seemingly false pretenses, makes Irina hide in a grain bin stowed in the back. The cars stalls 10 miles from the base and they begin to walk. Irina informs them that the easiest entry into the base is via a sewage tunnel — beyond a minefield that she can navigate. Jack is dubious, but they have no choice.  At SD-6, Sark tells Sloane that he's spoken with the leader of the PRF, Gerard Cuvee, who will upload the "results" to the server after the operation is done. Sloane then receives another mysterious call regarding his wife. A voice demands $100 million in bearer bonds within 24 hours. If Sloane fails to deliver, the voice says, the next delivery will go to the Alliance.  Nearing the PRF facility, Sydney and company are again attacked. Jack this time gives Irina a gun and they repel the attackers. Jack, however, has fallen near a landmine; any movement would set it off. With Irina's guidance, Sydney defuses the device. Meanwhile, Vaughn discovers that the Indians have learned about the nukes and will launch airstrikes in 24 hours against the Pakistani rebels.  Once inside the PRF HQ, Irina determines that the nukes will be in a secure R&D lab, protected by thermal sensors. They must split up, Irina says: she'll deactivate the security system from Cuvee's office, Sydney will raise the lab's temperature so they won't be detected when they enter, and Jack will patch into the voice-recognition system to open the doors. Jack, still skeptical of Irina, reluctantly agrees to the plan.  Sloane meets with The Alliance, informing them that someone has interfered with his wife's assassination and is extorting him. He suggests that they cooperate with the blackmailer and put a tracking device on the bonds. Later, Sloane drops the bonds, which are being tracked by Marshall, at the specified location. To Marshall's dismay, the tracking signal is quickly lost.  Jack and Sydney make it to the lab, only to find that the nukes' plutonium cores are gone. Suddenly, Cuvee enters 3 with Irina alongside! They're incarcerated, and a fearful Sydney watches Cuvee and Irina confront Jack. Cuvee says that years ago he gave Irina the assignment to marry a CIA officer. Irina tells Jack that the PRF has made a deal with Sark. When Cuvee leaves, Irina reveals to Jack that it's just an act, that she was caught and had to play along. She pistol-whips him, but secretly gives him keys to escape.  Vaughn appeals to Indian authorities to delay the airstrikes. He's denied but is given the use of a helicopter to rescue his friends.  Jack frees himself and Sydney, and tells her that Irina said the plutonium cores are being used to activate a Rambaldi artifact — one that, through self-sustaining cell regeneration, proves endless life. They contact Kendall and are told to vacate immediately because of the impending Indian airstrikes. Jack disobeys orders and tires to find Irina.  They make it to the lab, where the PRF is using the cores to activate the artifact. As the airstrikes begin, the artifact opens up — revealing a flower. Jack and Irina, who was in the lab, overpower Cuvee. Vaughn arrives in the helicopter and spirits away Sydney, Jack and Irina.  Back at the CIA, Irina returns to her cell and finds her reward — a fresh set of pillows and blankets. She explains to Syd that she shot her in Taipei to maintain her own cover. Later, Sydney learns from Vaughn that the flowers are 400-600 years old. Vaughn hands her something — tickets to go miniature golfing, which she does with Will and Francie while Vaughn observes from a distance.

2.10 - The Abduction (airdate: 12/15/2002)
Sydney tells Will that Devlin would approve of him doing research if he undergoes a psychological evaluation test. Francie walks in on their conversation and wonders aloud about the secrecy between Will and Syd. Later on, Irina tries to explain to Syd why she worked with the KGB, and calls herself a fool for abandoning her daughter. They hug but guards separate them.  Sloane threatens Sark with torture, questioning his allegiance after the failed mission in Kashmir. Sark declares his loyalty to Sloane and suggests that a leak could have come from within SD-6. Shortly thereafter, Sloane organizes a mission pairing Sydney and Sark. He describes the NSA's Echelon Satellite System, which filters transmissions and indicates threats to national security. Sark informs the group that Cuvee is in possession of an Echelon terminal and is moving it from its Paris location via armed transport. They must steal the terminal and bring it back to SD-6.  At the CIA, Vaughn gives Syd the countermission: she is provided with a deletion program that she will upload to the terminal, so when SD-6 turns it on, the hard drive will be wiped clean. Vaughn says that Alice's father died; Syd offers condolences. Meanwhile, Jack tells Irina that he believes she and Sark are still in league. He offers her a deal that would relocate her to private prison in Puget Sound in return for a full explanation of why she turned herself in.  In Paris, Sydney and Sark disable their target, a guarded truck, but learn that it was a decoy. Sydney gives chase to a man who emerges from another vehicle and finally grabs the terminal. Meanwhile, Sloane introduces Jack to Ariana Kane, the head of Alliance counter-intelligence, who is investigating Emily's mysterious reappearance. Later, she interrogates Jack, who explains that Sloane recruited Syd without his knowledge in order to ensure his loyalty.  After Will's taken the psych test, he and Syd talk in a bar. As she justifies her secrecy by calling it a "gesture of love," Vaughn and Alice enter. They meet, share an awkward moment and move on.  Back SD-6, Sloane tells the team that a failsafe erased the Echelon terminal's hard drive. Cuvee, he says, may be able to reverse engineer a new terminal based on duplicate software that he's stored on a secure server in London, so he wants Syd to delete it. Marshall says the server can detect any electronic intrusion, so it must be cracked manually by a polymorphic algorithm — something only he can do. A nervous Marshall accepts his mission.  Vaughn tells Sydney that Marshall must be taken into protective custody after the mission because he has a photographic memory and will recall the system files even if they're deleted. He is, essentially, a human reboot. Sydney cautions that SD-6 is Marshall's life, and that the truth would be difficult for him to handle.  In London, Sydney and Marshall arrive at Royal Albert Hall dressed impeccably for the London Philharmonic. They sit behind Thatcher Powell, Cuvee's head of IT security, who is the only man with access to the secure server. They sedate him, steal the access key and go to the server facility. While Sydney is trashing a couple of guards, Marshall is shot with a tranquilizer, which makes him too woozy to hack into the server. Sydney revives him with a kiss, and he quickly succeeds. They retrieve the software and return the key before Powell awakens. But they are observed by a mysterious man in a wheelchair.  After Syd and Marshall split for their return flight, Marshall is taken into custody — but not by the CIA! At SD-6, Ariana insists to Sloane that Jack is the prime suspect because he is unafraid of Sloane and is therefore hiding something.  When Jack visits Irina to discuss the deal again, Irina states that she has nothing to confess and that she turned herself in to make up for past mistakes. She also says that she will now allow Jack to debrief her, in addition to Sydney.  A terrified Marshall is in the custody of … "Suit and Glasses."

2.11 - A Higher Echelon (airdate: 1/05/2003)
Sydney reveals her mission regarding the Echelon system to Will, and believes that Marshall is safe with the CIA. Marshall is actually being tortured by Suit and Glasses, who demands to know where the Echelon operating system is located. Under threat of death, Marshall later agrees to use his photographic memory to rewrite the Echelon code.  At the CIA, Vaughn tells Syd that Marshall was abducted by an associate of Cuvee. Although an extraction team is searching for him, Sydney feels that Marshall is her responsibility. The larger issue is that before he was abducted, Marshall e-mailed Cuvee's copy of the Echelon access program to SD-6.  At SD-6, Sloane reveals that Marshall's email was broken into packets of data that were routed to SD-6 via ISP's around the world. An error in Vietnam prevented several data packets from being transmitted, however, so Sydney and Dixon are to travel to a government facility in Ho Chi Minh City to retrieve the data. Sloane feigns concern for Marhsall and contacts SD-4 for a replacement. Sydney's CIA countermission is to switch the actual data with corrupted files.  Sydney tells the CIA that Cuvee would just have to reverse-engineer the software to get back online. However, an access point is also needed to gain entry to Echelon. If they could find it, they can prevent Cuvee for using it — unfortunately, they can't find it. Vaughn says that Irina believes she can find the back door. Her terms are that she gains unrestricted access to Echelon. She says that the CIA technicians will find that the security system is like quicksand. Kendall rejects this notion.  Back at Credit Dauphine, Jack finds Ariana Kane going through his office. She downgrades his network privileges and revokes his security clearance pending the outcome of her investigation into Emily's situation. Jack has the CIA forge hard evidence that he was in Taipei and Istanbul on SD-6 missions during crucial periods in Emily's disappearance and death.  Disguised as a businesswoman, Sydney makes a presentation in Vietnam during which she flashes a strobe light that renders the audience unconscious for 3 minutes, allowing her time to access to the server room and obtain the data. Finding the hard drive bay empty, Sydney runs to the repair room but Dixon beats her there and discovers the correct hard drive before Sydney can switch it.  Sydney returns home; Sloane now has everything he needs to access Echelon. Meanwhile, the CIA has halted the search for Marshall because an extraction team was killed during a sweep in London. Francie casually mentions Sydney's crush on Vaughn to Will. Later, Will meets with Vaughn, who hires him as a CIA analyst — his cover is that he's a journalist for Trade Roads magazine. Will tells Vaughn that Syd cares for him and wants him to respect that.  With SD-6 gaining access to Echelon in 12 hours, the CIA can't crack Echelon — as Irina had cryptically noted, they encounter a virus called Quicksand. Kendall finally agrees to let Irina have a try. Kane shows Sloane a forensic report indicating that Jack checked out a weapon on the day that Emily was murdered. Furthermore, brain matter was found in the gun barrel. Sloane gives her permission to run a DNA test.  As Marshall is writing the code he pings SD-6 to inform them of his Mexico City location. Sloane wants to notify an extraction team, but Sydney and Dixon request the mission.  Jack meets with Ariana in a meeting monitored by the CIA. She demands his cell phone's SIM card and asks who Steven Haladki is. Vaughn quickly scribbles an ID number on his SIM card and switches with Jack. Jack explains that Haladki had been in league with Irina, and therefore had to be murdered. Jack hands her the card and leaves quickly. Ariana notices ink on her fingers.  Disguised as clubbers, Sydney and Dixon set up a surveillance feed and locate Marshall. Marshall shows his finished program to Suit and Glasses — it's an old-school Pong game. Sydney arrives just in time to prevent Marshall's execution but they're soon trapped in the upper stories of a skyscraper. Marshall breaks a window and "rescues" Sydney with the parachute lined in his jacket — the one he keeps because he fears commercial air travel.  Irina finds the access point and prevents SD-6 from entering Echelon. Vaughn explains to Sydney that it didn't make sense to bring Marshall to the CIA after what happened with Sloane. Jack confronts Sloane at his home, stating that Kane needs someone to blame and is setting him up. He gives Sloane leads, trusting that he will not be framed. When Jack leaves, however, Sloane calls Kane, informing her that Jack just left his house.

2.12 - The Getaway (airdate: 1/12/2003)
Jack is attacked as he meets a contact in a darkened movie theater. As he flees on foot, Sydney pulls up and rescues him. He explains that Alliance counter-intelligence is after him because he's suspected of extorting $100 million in bonds from Sloane. Sydney's upset that he didn't tell her. Back at the CIA, Jack explains to Sydney the blackmail scenario involving Sloane and Emily. Kane is framing him, and is uncovering his secrets in the process.  At SD-6, Sloane offers Sydney a new mission: to retrieve Triad's prototype quantum gyroscope missile guidance system. She and Dixon are to intercept Carl Shatz, the courier who is transporting the gyroscope from Berlin to a lab in East France. Vaughn's countermission for Sydney is to steal the gyroscope and create a defective one for SD-6. Vaughn will travel to France as part of an on-site team.  Sloane informs Jack about the tracking device implanted in his neck by The Alliance, so he had to tell Kane of his visit. Sloane says he trusts Jack and gives him a name- Jacques Breo, an Alliance member he murdered. He suggests the blackmailer might want revenge for the killing. Jack discusses this with Irina, admitting he needs her smarts. Irina says she needs Information Resources to pull everything they have on Breo. Meanwhile, Kane suggests to a doubtful Sloane that Sydney might be a double agent.  As Sydney prepares to leave for Nice, Weiss returns from his lengthy stay in the hospital. Dixon and Sydney later arrive at the airport, disguised as a priest and a punk, respectively. Sydney collides with Shatz and picks the gyroscope. While the copy is secretly being made, Vaughn asks Sydney to dinner. She agrees, despite her misgivings. Back at SD-6, Kane learns that Sydney left the airport with a man that was not Dixon and has two agents track them.  Jack and Irina study the information relating to Breo and find that Creole traveled to Lima, Peru six times and each time declared $70,000 in cash. Still, it doesn't suggest a reason for revenge. Irina suggests that Jack find out where he stayed and pull the security tapes.  Sydney and Vaughn begin dinner awkwardly, but the date heats up when they agree to a romantic tryst. Just then Kane's men, who've learned that Vaughn is CIA, enter the restaurant firing. Syd and Vaughn are chased down an alley, where Vaughn kills both of them. Remembering the gyroscope, Vaughn says that they should give SD-6 the real thing so as not to arouse any suspicions.  Jack scans the security tapes of Brio's hotel in Peru and finds a shot of Brio — and Kane! He learns that the same day Sloane handed over the bonds, Kane opened an account in Monaco. If he can get into their network, he can verify her balance and prove she's the blackmailer. Kendall suggests that Jack let the CIA take care of it, but he refuses to wait.  When Jack arrives at SD-6 he logs in to the network and finds that Irina's account balance is zero. He's taken by SD-6 agents to be interrogated by Kane, who injects him with sodium pentothal — truth serum. But Sloane arrives, releases Jack, and holds Kane instead. Jack had sent Sloane an email, giving him an account of what he had found — Kane had deposited the bonds, but only long enough to convert them into cash, which she then withdrew. Later, Irina suggests to Jack that Sloane requested Kane because she was easy to frame.  Sydney tells Francie that nothing will happen with Vaughn. Later, Vaughn informs Sydney that if he tells the truth about the mission in his debriefing, he will be removed as her case officer. Sydney responds by stating that they work well together, and should stay together as a result. She hands Vaughn the gyroscope, she switched them after all.  Sloane meets with a man who has created a ring that will act like the tracking device in his neck. He's now able to move about freely. Sloane kills the man and travels to the Philippines, where he meets his wife. Their plan worked.

2.13 - Phase One (airdate: 1/26/2003)
In a comfortably appointed 747, Sydney poses as a call girl and models lingerie for an unnamed fat man. She gets close to him, surprising him with a choke hold and demands to know the location of Server 47. He tells her, and she knocks him and downloads data from the terminal. She searches the plane for a parachute and fends off a guard — but the fat man appears brandishing a gun and fires at Syd …  At the CIA, Vaughn pulls Sydney aside and says that it isn't working between them because he's going crazy with passion and worry for her. She agrees but they rationalize their chemistry is helping bring down SD-6. Weiss interrupts and they end the conversation. Kendall reveals that Sloane is MIA and has been replaced as head of SD-6 by Anthony Geiger. Syd and Jack's new mission is to get close to him.  At SD-6, Sydney introduces herself to Geiger, professes loyalty and, under his questioning, tells him that she felt it was her fault that Sloane had Danny killed. Later Sark tells her that he's nervous about Geiger, who has looked into Sloane's secret files on Server 47. Syd then tells Jack that this mysterious server could have crucial information about the Alliance that could make them vulnerable.  Vaughn locates the Server 47 — it's on a continuously airborne 747 that lands only to refuel and is guarded by a man named Macor (the fat man). As payment for spending his life on the jet, he's supplied with an unlimited number of call girls. Syd's mission is to gain access to the server in the main cabin by playing a high-priced hooker.  Vaughn and Weiss observe Sydney's conduct via a monitor from a cargo plane flying at a lower altitude. They watch with disbelief as Macor's shot misses and as Syd picks up a gun and fires — puncturing the plane's hull and depressurizing the cabin. Macor is sucked out and drawn into the jet engine. Struggling against the vacuum, Sydney manages to find a parachute and jumps to safety.  In L.A., Will tells Francie that he must quit her restaurant because he got a job as a travel writer. She's genuinely happy for him and an innocent kiss turns romantic. Later on, they tell Sydney.  Kendall is reluctant to move on the info downloaded from Server 47 because the risk is too great if it's incorrect. Sydney suggests they verify the security code at the SD-6 computers with what's in the new info. If it matches, then the info is accurate.  Meanwhile, Geiger notices a strange email that Sloane had written and runs a program that tracks keystrokes. The email reveals that Sloane knew that Jack and Syd were double agents working against SD-6!Geiger confronts Jack. Jack calls Syd and tells her to come down to SD-6, but to take surface streets because the highway is jammed — a coded phrase meaning he's been compromised. Geiger tortures Jack with electrocution, hoping to find out who Jack's working for.  Sydney is frantic because she can't help Jack and knows Kendall will think a rescue is too risky. She tells Will and Francie to leave town because someone is looking for her. She then meets with Dixon and reveals to him the truth about SD-6 and her role as a double-agent. She asks him to hack into SD-6's innermost server and make visible to the CIA the code that will verify their info. Dixon is dubious but acquiesces. When the CIA receives the code, Kendall orders a global assault on all Alliance and SD cells.  A CIA team overruns SD-6. Sydney finds Jack just in time and shoots Geiger. As the CIA gains control of the facility, Sydney and Vaughn see each other amidst the carnage and kiss passionately!  Later Sark, who has escaped unharmed, phones Sloane and informs him that Phase One is complete. A pleased Sloane asks him to check in on their "new asset." Sark phones … Francie. But it's a double. She's murdered the real Francie, who lies on the floor with a bullet to her head!

2.14 - Double Agent (airdate: 2/02/2003)
CIA Agent Jim Lennox is in bed with his partner, Emma Wallace. She tells him that she'd like to go back to Fiji. He agrees and they kiss. When he goes into the shower, she frantically types an email: "Abort operation. Lennox is a …" Lennox hits her before she completes the message. Sloane, whom Lennox has called to say he'd been compromised, tells him to make it public. Wallace, strapped with C-4, is thrown from a van onto a Berlin street.  In L.A., Vaughn tells Syd that Marshall and Dixon are being debriefed and Sloane is now on Interpol's most wanted list. He also tells her that he broke up with Alice. Weiss introduces Christine Phillips, a new clandestine services grad from Langley who will observe for the next few months. They all watch as Wallace appears on the news singing "Pop Goes the Weasel." The agents watch in horror as Lennox remotely detonates the C-4, killing Wallace.  Shortly thereafter Kendall briefs the staff, saying that Wallace's mission had been to gain the trust of Dr. Enzo Markovic, a scientist developing a technology known as Helix, to determine if it was a weapon. Enzo was believed to have gone to a secret lab in the Serena del Sol Resort in Cayo Cancho, off the Dominican Republic. Lennox is believed to be held there or dead. Sydney and Vaughn's mission is to acquire intelligence and bring Lennox back home.  Vaughn picks up Syd at her apartment. They kiss and she introduces him to Francie, who thinks they're going to a finance conference in New York. Syd gets a strange vibe from her.  At the resort, they force Enzo's security chief to reveal Lennox's location. Syd interrupts Lennox's torture and beats his two inquisitors. His eyes were affected so she blindfolds him and leads him away while Vaughn acquires the Helix files. When Syd is attacked by a guard, Lennox removes the bandage, risking his eyesight, to shoot him. Back home, the CIA gives Lennox a clean bill of health.  Under questioning, Lennox explains that while he and Wallace were working for Enzo as freelance security experts, the discovered that he was working for someone else. Lennox was going to hack the database in Cayo and transmit the data to Wallace in Berlin, but he was caught before that could happen. Sydney is shaken when he also reveals that he and Wallace were engaged.  Phillips analyzes the tape of Wallace's death and, due to static on the tape, determines that the detonator was within a block of the explosion.A sympathetic Syd visits the grieving Lennox at a safe house. He kisses her, but quickly apologizes. Two men appear and accost Lennox. He beats them but then Syd subdues him because the men are government agents who want to take Lennox into federal custody.  At the CIA, Jack reports that Helix is a new gene therapy that can reshape a patient's face and body. The only way to determine an actual identity is through an ocular scan — this flaw was purposely built into the procedure. Lennox, he says, was the first test subject to be doubled, meaning Lennox may actually be Enzo. Vaughn then places Lennox at the scene of Wallace's murder. Syd is dubious, believing Lennox's grief to be authentic.  Lennox's scan checks out okay, and he's shocked when Syd tells him he's been doubled. They learn that Enzo brought Helix to Poland. Syd and Lennox are to find it, download the schematics and destroy it.  At a railroad depot, they disable the guards and break into the freight car where the technology is hidden. Lennox reads data and learns that another person has been doubled. Vaughn receives a frantic call from a man claiming to be Lennox, who says the man the CIA rescued is really Enzo. This Lennox says the ocular scan is merely disinformation and that he's approaching the freight car and will destroy the technology.  Vaughn notifies Syd of the predicament. Jack tells her to disarm both men and they'll figure out the mess once they're both in custody. She makes Lennox handcuff himself to the freight car. When she leaves, he breaks his hand in order to slip through the cuff and picks up a gun.  Syd confronts the second Lennox, but the first one appears. They're in a standoff. Syd threatens to detonate Helix. The second Lennox reacts and tries to shoot Sydney. The first — and real — Lennox shoots and kills the phony. Sydney destroys Helix.  At the CIA, Lennox prepares to go to Fiji — he's never been there; he and Emma were going to go on their honeymoon. Later on in Syd's apartment, she and Vaughn fall into bed. But they're being observed through a camera secretly installed in the television. Francie watches — she's the other double.

2.15 - A Free Agent (airdate: 2/09/2003)
Sydney and Vaughn wake up together. During their bedroom chatter, Syd mentions that it's her graduation day and discusses her desire to leave the agency. Kendall later refuses Sydney's resignation, adding that as a civilian she would no longer be able to see her mother. Irina, hoping to push her daughter away from the CIA, says she will refuse to see her if Syd stays with the agency.  At the Long Beach Aquarium, Sark kidnaps Neil Caplan, a Cal Tech mathmetician, along with his wife and child. They're taken to Switzerland, where Sloane shows Caplan the Rambaldi manuscript and explains his 30-year-search for artifacts.  As Syd prepares for her graduation, Sloane calls, ostensibly to congratulate her. He admits he knew she and Jack were double-agents and that he used them to free himself of The Alliance. He warns her not to get in his way. At the CIA, Kendall briefs Syd on Sloane's kidnapping of Caplan, whose knowledge of Knot Theory — how geometric objects fit together — would enable Sloane to build a weapon out of the Rambaldi artifacts. Syd wearily realizes the battle against evil is eternal, and rethinks her resignation.  Sydney tells Dixon that he's been cleared, and offers him a CIA job. Dixon, however, feels manipulated by Syd and never wants to see her again. He goes home to his wife and confesses his life of deception. Despite his vow to be honest with her in the future, she later says that she'll leave him if he joins the CIA.  Marshall, on the other hand, has already adapted to the CIA and has found a Sloane associate — Holden Gemler, a cybernetics specialist in Van Nuys. Jack discovers Gemler's body, sans one eye, during a search. Marshall reveals that the eye is actually a tracking device and they deduce that Sloane hired Gemler to deactivate his own Alliance-implanted tracking device. Marshall accesses the memory in Gemler's eye, which shows Sloane killing Gemler and mentioning a chartered C-123 cargo plane from Shipman.  Shipman is a smuggler-operated airfield in the Mojave Desert. With Vaughn posing as an arms dealer, Syd sneaks in and downloads the plane's data recorder, which will reveal Sloane's final destination as Switzerland. Syd repels an attacker, sending him into the plane's propeller.  With Caplan agreeing to help Sloane in order to save his family, Sloane plans to break into a Zurich bank that holds Caplan's invention, a magnetometer, which can measure magnetic fields and fit the Rambaldi pieces together perfectly. Sloane talks to Emily, telling her that their Tuscan villa will be ready in a few more days.  In Switzerland, Vaughn contacts a mercenary employed by Sloane and nearly sets him afire before he reveals the location of Caplan's wife and child. With the family rescued, Syd has Marshall triangulate the calls from a cell phone she found on a kidnapper and finds that they originate from the Zurich bank. Syd and Vaughn race through the streets to get there in time.  At the bank, Sloane, who has changed his appearance to that of an elderly man, gains access to the vaults under the pretext of making a $50 million deposit. He shoots the bank manager and finds the magnetometer. Syd and Vaughn arrive as Sloane and his team are leaving. The standoff is broken when Sloane says he has rigged the lower level with enough C-4 to destroy a city block and if he doesn't exit in 30 seconds, an off-site team will detonate it. Sydney and Vaughn toss their guns to the ground. Sloane throws Sydney a set of keys, telling her that she will drive him out.

2.16 - Firebomb (airdate: 2/23/2003)
Sydney and Sloane leave the bank while Vaughn works to disarm the C-4 in the bank's basement. While Syd drives Sloane's getaway car, she tells him that he's on the CIA hit list. Sloane, having learned that the C-4 is disarmed, jumps from the car to a speeding van that eludes Sydney. Later at the CIA, Kendall and Syd argue about Sloane, with each saying the others efforts are sub par.  Vaughn receives a call from Weiss while at Sydney's apartment. The phone call triggers one of the hidden bugs, which replays a previous conversation. They locate the bug in a wall. At the CIA, Marshall says that he had made the bug while at SD-6. The bug, he says, periodically transmits to a receiver, which is why Vaughn heard it over his cellular. Jack orders Marshall to reverse engineer the bug to find to whom the conversations are going.  In Switzerland, as Sloane views a Rambaldi page with a hole in the center, Sark informs him that Caplan's tests are complete. The artifact is ready, and Sark will now prepare to test it. Sloane flies to Kandahar and meets Ahmad Kabir, a Pashtun warlord, hoping to recruit him as a partner in his nefarious plans. He wins over the reluctant Kabir with a gift — a pen once belonging to a 17th century Afghani warrior-poet.  At Syd's place, Francie tries to get Syd to talk, saying they've grown apart recently. But Syd receives a phone call from Vaughn and leaves immediately. Francie realizes that the bugs have been discovered and calls Sark, who tells her that they'll be looking for an L.A. asset so she should simply give them one. She later kills and frames Sydney's plumber.  The bug's feed proved to be untraceable, but Kendall has info placing Sloane with Kabir. In discussing a way into Kabir's compound, Sydney reveals that Dixon had infiltrated his operations and stolen a missile shipment. Kendall orders Sydney to recruit Dixon. She tries, but is rebuffed. Vaughn then tells Will to present his analysis of Kabir to Kendall.  In Kandahar, Kabir observes Sloane admiring a 16th century Buddhist statuette of an ahrat, a destroyer of the enemy. He asks for proof of Sloane's power. Sloane asks him to choose a target.  At the CIA, Will recommends that they contact Aliyah Kazabi, Kabir's ex-wife, who hates him so much that she escaped from his tyranny with their son. She's married to an administrator at the Vatican Embassy in Mexico City. Vaughn and Sydney immediately leave to find her. Sark, meanwhile, has been dispatched to Mexico City, where he hides the Rambaldi weapon in a van outside the embassy. He sets it at 20 percent of its capacity.  Sydney, disguised as an old woman, tracks down Kazabi, who refuses to get involved. Weiss informs Vaughn of a plot to blow up the embassy. He alerts Syd, who knocks Kazabi unconscious to take her with them. As they speed away, those in the embassy and its church burst into flame. Weiss notes a hot spot on his infrared monitor, although Syd and Vaughn see nothing. Upon returning, however, they find dozens of charred bodies. It's enough to sway Kazabi, who decides to help.  A very pleased Kabir, believing his ex-wife to be dead, gives Sloane the ahrat as a gift, as well as $40 million. The CIA traces Sark from Mexico City to Kabul and assumes the operation involved Sloane. Sydney's mission is to enter Kabir's compound and disable the weapon. Marshall explains that the weapon acts like a neutron bomb, emitting high energy, microwave-like pulse. It also knocks out electricity, meaning it can down planes, and there is no defense against it. He shows Sydney a cold suit that she'll wear in order to shield herself from the heat-sensitive cameras at the Helmand base.  Sydney successfully enters Kabir's base but her intel is bad, and she's detected and captured when her mask is knocked off during a fight. Vaughn asks for assistance but Kendall refuses to take the chance. Unless they find another way in, no one will save Sydney. A desperate Vaughn turns to … Dixon.  In Kandahar, Kabir tortures Sydney. As he is about to destroy her knee with a hammer and chisel, he's shot — it's Vaughn and Dixon. They take the device, fight their way out and return home. Syd thanks Dixon, who says that he can't judge her for not telling him about SD-6. At her apartment, Sydney relates to Vaughn that every time they think they have seen the worst, it is far from over.  Sark wonders why Sloane left the weapon with Kabir, who ultimately lost it. Sloane breaks the ahrat, revealing the missing piece of the Rambaldi manuscript page. He places the piece in the missing center, completing the page.

2.17 - A Dark Turn (airdate: 3/02/03)
An elevator falls 40 stories, killing the three men inside. Sark pries open the door and retrieves a wallet from one of them, a Russian arms dealer named Yuri Karpachev. At a briefing, Kendall tells Jack that Karpachev was one of Irina's contacts. Jack also knows that Karpachev had ties to Sloane.  Irina tells Jack that Karpachev's wallet contained a key to his safe, which Sloane believes contains a Rambaldi manuscript. It doesn't, she says. Karpachev sold it to a man in Bangkok named Ilya Shtuka. She proposes a meeting with Shtuka to obtain the manuscript. Word of her re-appearance would also draw out Sloane. If he's captured, Irina hopes, then Sydney will quit the CIA.  Sydney is called in to meet with Mitchell Yager, a counter-intelligence analyst who is investigating Vaughn. Vaughn, he says, has contacted unapproved foreign operatives and met with Vladimir Prokrowski, a former KGB assassin. He pressures Syd to examine Vaughn's laptop because he may have downloaded a forbidden decryption program called Xenon.  Meanwhile, Kendall is hesitant to allow Irina to make contact with Sloane. Jack reassures him, stating that he'll escort her, and that they'll bait Sloane with the manuscript. He says that he'd know if Irina was deceiving him again. Marshall implants a tracking device in Irina's shoulder.  Irina meets with Shtuka at a Bangkok nightclub. He reveals that traded the manuscript for opium rights in Hong Kong. Irina kills him, and is then saved from an attacking thug by Jack. They fly to Hong Kong, where they manage to obtain the manuscript.  At the CIA, Vaughn calms a suspicious Syd, who then returns to Yager and states she can't betray someone she loves.  Sloane is informed of Irina's appearance and requests a meeting in Panama to discuss the purchase of the manuscript. Jack and Irina will be accompanied by a delta force. Irina requests a visit from Syd, and tells her that the mission is going to be dangerous — and that she loves her.  At the apartment Francie puts Will under hypnosis, and he reveals the orbital location of a satellite, as well as its operational controls.  In Panama, Irina and two guards are to meet Sloane. They'll be tracked by a CIA satellite — when the time is right, the delta team will ambush Sloane. At Irina's behest, Jack removes the tracking device so Sloane cannot possibly detect it. Jack and Irina kiss.  Weiss tells Syd that Vaughn is about to be charged. They locate Vaughn at a bar, where she observes him secretly receiving a package. She confronts him, telling him the CIA suspects he's a spy. Vaughn confesses to Sydney that he's been investigating Irina since she turned herself in. After months of research, he's found nothing to suspect she has an agenda.   Expecting Sloane, Irina finds only Sark, who has arrived in a limousine. She and the guards cautiously enter. The CIA loses the satellite signal — it's been hacked by Sloane, based on the info that Will had given Francie. Subsequently, Jack tells Kendall that he cannot activate the tracking device, and to send in the Delta team. The team surrounds the limo at a pier but the occupants are not Sark and Irina. It's a dupe that was used when Sark drove through a tunnel. Kendall checks the manuscript at the CIA and finds that it is filled with post-it notes.  Sark stops his car under a bridge, shoots the two guards and tells Irina to get out. A van arrives with Sloane inside. Irina thanks Sloane for extracting her, and hands him the manuscript, which she had hidden with her during the entire operation.

3.18 - Truth Takes Time (airdate: 3/16/2003)
Despite Sydney's remonstrance, Vaughn's badge is taken and he's now officially under investigation. Jack tells Sydney of Irina's escape and betrayal. Heartbroken, she retreats to Irina's old cell, where Dixon consoles her. Sydney shows him the earrings Irina left for her and wishes Irina was dead.  Aboard Sloane's jet, Sloane and Irina discuss their plans — Irina will acquire files from a genetic database in Germany while Sloane reunites with Emily in Tuscany. He speaks of his regard for Sydney, angering Irina. "Don't ever talk about your love for my daughter," she says. Later in Tuscany, Sloane surprises Emily with the purchase of a villa.  At the CIA, Jack takes over the briefing from Kendall. Due to his intimate knowledge of Irina, he's been assigned operational control of the task force aimed at her, and Sloane's, apprehension. Jack reveals he secretly injected Irina with a passive transmitter, and that it will reveal her location in 12 hours.  During target practice, Vaughn tells Sydney that his security clearance has been temporarily downgraded but he's still field-ready. He advises her not to join the task force; she shouldn't have to hunt her own mother. Syd assures him that she won't hesitate to pull the trigger. Meanwhile, an incensed Kendall, feeling misled into trusting Irina, confronts Jack. Jack assures Kendall that he's not after his job and he'll step down after Irina's capture.  Irina's signal goes live; she's in Stuttgart along with Sark. Posing as a Scandinavian pharmaceutical rep, Irina gains access to the genetic database at Brucker Biotech, the German equivalent of the Human Genome Project.  Sark spots the CIA outside and assumes Irina's tagged. He de-bugs her with an electric shock and sets an explosive while she downloads the database. The CIA moves in. Sark meets Vaughn in a stairwell and shoots him. Sydney knocks the gun from Sark, who then flees. Vaughn, Syd learns, was wearing a bulletproof vest. Irina then baits them into chasing her, so they're free of the building as the bomb explodes.  In Tuscany, Emily answers a call from Irina. She summons Sloane, who is told to go to his jet for the handoff. Sloane begs a confused Emily to trust him. Back at the CIA, Will explains that the data contains the DNA of millions of private citizens. Marshall theorizes that Sloane could develop genetically-targeted weapons. In Sloane's jet, Emily is shocked to see Irina, whom she thought dead, and angered at Sloane's continuing deception. Sloane explains that what he's after will let her live cancer free forever.  At dinner in L.A., Sydney thinks Francie's behavior is odd after she presents Vaughn with a gift.  Emily, meanwhile, turns herself in to the American consulate in Florence and asks to speak to Syd, who flies in to meet her. Tired of the lies and rationalizing, Emily offers up Sloane in return for the CIA promise that he won't get the death-penalty. Sydney sympathizes with Emily, admitting she sees her as a maternal figure. Jack agrees to the condition.  Sloane, however, is ready to quit crime for Emily's sake. He tells Irina that he wants to sell her all his assets, including his collection of Rimbaldi artifacts. He tells Irina to meet him at the villa.  With Emily wired and the CIA surrounding the villa, Sloane arrives with Irina. Irina retrieves the data while Sloane tells his wife that he loves her. Guilt-ridden, she exposes the wire. With the CIA moving in, Sloane, understanding his wife's torment, asks her to escape with him. She chooses to run with him and they escape through an underground passage. Irina follows, as does a pursuing Sydney.  Syd catches up to Irina, who's vulnerable as she climbs a ladder to the surface. Syd hesitates before shooting her mother in the arm. Irina drops the disk, but makes it out. Armed with a sniper scope, Dixon spots Sloane and Emily running toward a helicopter, Irina following. He targets Sloane, fires, and hits … Emily. Irina grabs Sloane, who's grieving over Emily's body, and they escape to the chopper. Sydney is devastated.  Back in Syd's apartment, Sydney and Vaughn are in bed when they hear Morse code coming from the earrings that had once belonged to Irina. Sydney decrypts the message, which reads: TRUTH TAKES TIME.

3.19 - Endgame (airdate: 3/30/2003)
Dixon apologizes to Sydney for taking the shot that killed Emily and says he has requested reassignment. In hiding, a vengeful Sloane, no longer interested in the Rambaldi quest, tells Irina that he wants to know who murdered his wife.  At the CIA, a restless Sydney suggests to Elsa Caplan that she be hypnotized, for lack of any other leads. Elsa angrily refuses and is upset that Syd thinks she isn't doing enough to find her husband Neil. Meanwhile, Irina gives Neil an encrypted database of DNA taken from 10 million people, with the expectation that he can find one specific person.  Working at home, Syd significantly gives Vaughn a drawer in her bureau. While poring over records, Syd notices 3 calls to Caplan's house at odd hours and traces them to Gregory Ivanov, a reporter working for an organization known to give cover to Russian SVR agents. After Ivanov is put under surveillance, she discovers that he has just received a fax that says "endgame." Later Elsa admits that Ivanov was her handler and that she married Caplan in order to monitor him. She also implanted in his arm a cyanide pill, and the meaning of the fax is that the pill has been activated and will kill her husband in 42 hours. She tells Syd that she really does love Caplan.  According to Elsa, the pill has a tracking chip that's activated by a code that she knows. If they can get a locating device from a blackmarket contact in Moscow who deals in SVR contraband, they can enter the code and find Caplan. Jack doesn't trust Elsa, given her similarities to Irina, and refuses to act on the information even though it could lead them to Sloane. Syd secretly tells Elsa that she'll get the device herself. Elsa gives her the code.  Caplan attacks Irina in an attempt to escape. Sloane shoots him in the leg and threatens to waste him, but Irina says Caplan is still needed. Later, Sloane contacts Francie with a request.  Dixon confers with his wife Diane about his reassignment. He wants to do it for the sake of their marriage. She pledges her love and loyalty to him.  Jack has Syd trailed. She notices the agents and pulls into a drugstore where a group of Sigma Gamma sorority girls shop and chat. As Syd phones Vaughn and relays a coded message, she buys random items — wrapping paper, tape, a wig. She ducks into a back room and, using the purchased goods, disguises herself as a one of the girls, and joins them on the way out. Vaughn, meanwhile, decodes Syd's message. She's going to Russia.  Jack confronts Vaughn. He intercepted the message and refuses to send Sydney backup. In Moscow, Syd, disguised as a cowgirl, meets the blackmarket dealer in an ersatz honky-tonk bar. Before he'll listen to her, she must prove her worth by riding the mechanical bull for 8 seconds, which she does. She then pays fifty thousand dollars for the locating device. Syd calls Vaughn and tells him to meet her in Saria, Spain.  Francie, who has altered Will's phone, calls him at the CIA and asks him to pull up a recipe on a Web site. As he does it, she somehow uses him to hack into CIA computers and downloads the surveillance tape of Emily's death. Sloane then identifies Dixon as Emily's killer.  Vaughn and Syd arrive at an office building in Saria and overpower the guards. They find Caplan, who says Sark is in the area. He also tells Syd that he's an NSA agent and he knows that his wife is a Russian operative. Sark eludes Vaughn as Syd extracts the suicide pill.  Back at the CIA, Caplan and Elsa reunite. Convinced of their love, Jack has granted Elsa defector status. Syd says the data Caplan has decrypted gives them leads on Sloane. Unswayed, Jack says that Syd will be transferred if she disobeys him again. Marshall finds that the satellite footage from Tuscany has been downloaded from the CIA computers — and that it was an inside job.  At dinner with his wife Diane, Syd, and Vaughn, Dixon announces that he has rescinded his transfer. The group leaves the restaurant and Diane gets into her car to pickup the kids, saying she'll meet Dixon at home. As she drives off, the car explodes. Francie leaves the scene.

3.20 - Countdown (airdate: 4/27/2003)
At Diane's funeral, Vaughn observes a grieving Dixon secretly pop pills. Later, he tells Sydney that Dixon is self-medicating and should take time off before going back to work.  Sark suggests that Sloane go to Panama City. Sloane seems distracted and declines, but gives him a number to call to get what he needs while Irina lays low in Cypress. Sloane admits that killing Diane was a mistake. He's going on leave, he says, and hands Sark the reins.  At the CIA, Marshall gives a presentation on Rambaldi for the benefit of NSA task force leader Frederick Brendan and Rambaldi expert Carrie Bowman. In his 15th century drawings, Marshall explains, Rambaldi drew a DNA profile of Panamanian named Proteo Di Regno. His DNA is the code key to decrypt page 94 of the Rambaldi manuscript, which foretells certain apocalyptic events. One of them is to happen in 48 hours and may involve Di Regno. Syd and Dixon are dispatched to find him and bring him back.  But Syd and Dixon arrive in Panama City too late. Not only is Di Regno dead, his heart has been ripped out. They find that he has a Rambaldi tattoo. Syd also finds a latex glove, which yields a fingerprint of an assassin named Emilio Vargas.  Back home, Vaughn requests that Dixon be taken out of the field. When Jack refuses, Vaughn does an end-around and calls Dr. Barnett. Marshall, meanwhile, makes a love connection when he offers a Kleenex to Bowman, who's been moved to tears by a Joni Mitchell song. They discuss Rambaldi and find they share common interests. She asks him out for sushi. Va-va-voom.  Dixon and Syd find Vargas and defeat him in a swordfight. Dixon exhibits exceptional brutality during the interrogation, but he gets info about Di Regno and Sloane. Later, Dixon is called in to see Barnett at Vaughn's prompting. Dixon says he used necessary force and that he needs to be involved in the hunt for Sloane. She's not so sure, however. When Dixon confronts Syd later, she denies reporting him. Dixon reveals he's been taking Vicoden and that he must take a drug test . Sydney is furious at Vaughn, but he stands by his actions.  Sloane appears in the Himalayas, trekking to a monastery on a remote mountaintop. He finds the monk who sent him on the Rambaldi quest 30 years ago and vents his anger. The monk responds without fear.  Vaughn later apologizes to Syd; Dixon's drug test is negative. Syd tells Dixon he passed the test, but Dixon reveals he switched the results and begs her not to tell Barnett. He's lost without Diane, he says. Syd covers for him when Barnett calls her in. Meanwhile, Dixon contemplates suicide on a bridge.  The CIA tracks the heart to a truck delivering to a ship docked in Cartegena. When Dixon and Syd are sent on the mission, Dixon promises that he can handle the stress. At the dock, Syd and Dixon find the truck, but the heart has been moved. Dixon brutally beats a dockworker who he thinks is hiding info. He reveals a bomb and threatens to blow them all up unless he gets answers. Neither Syd nor Vaughn can do anything for fear of setting the bomb off. As the timer winds down, the man tells Dixon that the heart is on the boat. The timer goes to zero, but Dixon was bluffing — he had cut the timer cord. It's 10 minutes to midnight, the prophecy has been thwarted … or has it?  The monk knows that Emily died; it was necessary, he says. He presents Sloane with a scroll. Sloane learns that his journey has just begun.  The CIA team opens the box and finds the "heart." Dixon apologizes to Syd for putting her in a tough position. He says that he came to terms Diane's death while on the bridge. Vaughn and Syd relax in a park. Vaughn says Dixon admitted he switched the tests, and for that he'll get leniency. Syd reveals she knew what Dixon had done and apologizes. They walk off, arm in arm.

3.21 - Second Double (airdate: 5/04/2003)
Francie tells Sark that the CIA believes Will has been compromised. Irina, informed by Sark, refuses to allow Francie to kill Will but supports his set-up. Francie hypnotizes Will and burns the mark of the second double on his retina.  Jack, suspecting Will of stealing footage of the Tuscany raid and of being the second double, has him arrested for espionage. Jack then shows Syd and Vaughn a digital recording found in Will's posession — it's of them fooling around in Syd's apartment. Later, Syd tells a frightened Will that his ocular scan shows an accumulation of proteins, convincing evidence that he's the double. Syd asks him in what room they kissed but Will can't remember the specifics because Francie has selectively erased his memories. Syd then blows her cover to Francie, believing Francie needs to be protected.  When Will's fingerprints are found on the detonator that killed Diane, Dixon pays him a visit in the CIA holding cell. Will cannot convince Dixon of his identity and Dixon nearly chokes him to death. Will is soon transferred to a prison camp on orders from the Department of Justice. Sark tells Francie that she'll have to kill Will in order to maintain her cover. Jack confronts Kendall, who went behind his back to the DOJ to secure Will's transfer.  The CIA has located Dr. Hans Jurgen, the creator of the Project Helix equipment, and believes he may know the identity of the second double. In a Berlin sex club, Sydney, clad as a dominatrix, ties Jurgens up while Vaughn takes pictures. Under threat of blackmail, Jurgens swears he doesn't know the double's identity but says the DNA data is stored on a European server farm.  Will's convoy is attacked. As Dixon fights off the attackers, Will escapes. He desperately calls Syd, who wants to help. Will, however, says he can't trust her, that she's destroyed his life and he wishes they never met. Syd is still determined to help and mentions the server farm. Will says his research showed that Markovic owned land in Marseilles, and that might be the server location.  Irina, speaking to a contact, asks for the blueprints to a government storage facility. She then mentions to Sark that NSA security is based on a keycard. Sark admits he authorized the assault on Will and that Will is now at large. He suggests that if they get to Marseilles first, they could exchange the real double's DNA, which would prove Will's innocence, for the NSA keycard.  Jack determines Will's fingerprints were placed on the detonator after it was wiped. He arranges for Syd to go to Marseilles behind Kendall's back, knowing that he'll lose his his managerial position and be replaced by Kendall. Sloane unexpectedly confronts Jack at a restaurant. He says he forgives Jack for his SD-6 betrayal, to which Jack replies that their friendship ended when he recruited Syd. Sloane admits that was a mistake and asks Jack to partner with him in the next phase of the Rambaldi quest — and promises that Syd won't be involved. Jack declines. Sloane, undeterred, says they will work together again.  In the Marseilles facility, Syd's objective is to secure a killswitch worn by the security chief and prevent the deletion of data. Vaughn poses as a drunk, allowing Syd to breach security. She finds that Irina has already killed the guard and possesses the killswitch. Irina tazers Syd and destroys the data. She's copied and transferred it to a secure location, however, and will give it to Syd in return for a favor.  Will, believing he can trust only Francie, calls her. She picks him up and they drive off.

3.22 - The Telling (airdate: 5/04/2003)
At the CIA, a depressed Sydney confers with Vaughn. Marshall begins receiving top-secret info — Irina is uploading the double's DNA, as she said she would. Syd then tells Will that he's been cleared because the downloaded DNA doesn't match his, it's from one A.G. Doren.  While Syd is unwinding at an ice rink, Irina shows up to call in her favor. Syd attacks but Irina throws her down and reveals the whole of her plan. Sloane had 23 Rambaldi artifacts, she says, and the CIA had 24. They had to be put together in order to work so she proposed to Sloane that they work together to defeat The Alliance and raid the CIAs storage facility, which is in an NSA lab in Nevada. Her favor — she simply wants Syd to raid a warehouse in Zurich where Sloane hides the Rambaldi artifacts.  Sark and Francie meet, and he calls her Allison. He says they can't reverse the doubling process because Markovic's lab has been destroyed. Sark says they'll get her back and they kiss.  Will investigates and finds the name Allison Georgia Doren on a list of children involved in Project Christmas. She was supposed to have died in a car accident as a child. Will calls Doren's parents and finds that her body was never identified.  In Zurich, Syd and a team raid the warehouse. Rather than Rambaldi artifacts, they find kitchen appliances stuffed in crates.  While transporting the Di Regno heart, Jack is attacked and captured by Sloane, who reveals that in 24 hours the final Rambaldi machine, called "The Telling," will be complete. He speaks almost mystically, referring to a "change." Jack, venomous, pities the void in Sloane's life. For his part, Sloane says they're still friends.  Irina calls Syd and says Sloane switched the crates. She doesn't know where he is but Sark, hiding in a Stockholm club, does. Although Syd doesn't trust her, she and Vaughn go and do, indeed, find Sark. Weasel that he is, Sark quickly offers up Sloane, saying that he and Jack are in Mexico City. Later, from a CIA prison cell, he directs them to Sloane's hideout.  The CIA team storms an office building and engages in a gunbattle. Dixon finds Jack. Irina appears, and while she seems to be on Sydney's side, Syd runs after her while Vaughn goes after Sloane. Syd confronts her on the skyscraper's rooftop and threatens to kill her. Irina says that Sloane believes he's been chosen to realize the word of Rambaldi. Only Syd can stop him, Irina says, because she — not Sloane — is the chosen one of the prophecy. "I love you," Irina says, and jumps. Holding on to a bungee cord, she shoots out windows and swings back into the building to escape.  At home, Will finds Provacillium — the medicine needed to counteract the buildup of proteins in the double's eyes — at nearly the same time that Francie sees Will's file on Allison Doren. Having finally discovered the truth, Will makes a quick phone call to Syd and leaves a voicemail identifying Francie as the second double. It's too late, though. Francie attacks Will and she stabs him. He crumples to the floor.  Later, Syd comes home and retrieves her messages while relaxing in the den with Francie. Keeping a poker face, Syd offers Francie a scoop of coffee ice cream. Francie accepts, and Syd knows — the real Francie hated coffee ice cream. Syd goes to her bedroom to get her gun but Francie confronts her before she can. They engage in a no-holds-barred brawl. After much carnage, Syd finally shoots Francie and collapses from exhaustion.  Syd wakes in Hong Kong wearing different clothes and appearing confused and worried. She calls Kendall, who directs her to a safe house. She arrives there and notices a scar on her stomach. Vaughn arrives and appears out of sorts. He says Will is okay. He's shaken, he says, because he thought she was dead. He's come back to explain. Sydney notices that he's wearing a wedding ring. Reluctantly he tells her that she's been missing for almost two years.