Subject K learns more about the underground Resistance, which has come under attack by the Pale Man's forces. Spez's condition proves to be more complicated than Dr. Layne initially thought. Subject K decides to set out on his own, with disastrous results. Meanwhile, on Pale Man's station, Dr. Vernon continues her work trying to synthesize Alternium. Pale Man reveals some new sensations as he tries to speed things up in the lab.