Chamber fights his way to the surface of a river, where he finds Omega Red standing over the battered bodies of his friends, Skin, Synch, Husk and M. Omega Red tells him he hoped the river would have killed him, as his mutant death spores do not seem able to. But he reasoned Chamber would be the hardest of all to kill. Chamber then lets rip on Omega Red, and runs to Husk, who Chamber prays is not dead. Skin comes to, and tells Chamber that they are all alive, and he thinks Omega Red was trying to separate their souls from their bodies, like what he did to Banshee. Unable to fight anymore, Skin tells Chamber that Omega Red is afraid of him - so he should go after him and take him down.
(partially flashback)
Emma is still in Banshee’s head, experiencing his past. They have arrived at Cassidy Keep, and are unexpectedly joined by Inspector Deveraux, who now believes Sean after seeing Interpol cover up the last victim’s death.
(present)
Jubilee is getting more and more worried about Penance, and loses her temper at Mondo when he tells her everything is going to be all right. He dosent retaliate, but tells her he knows it will be ok because Penance has a friend that cares very much for her. Humbled by this, Jubilee calms down.
Omega Red attacks two gurads at a nearby dam, and kills them both with his death spores. Chamber attacks him with severe ferocity, and Omega Red seems to relish the challenge.
(partially flashback)
Back in the past, Sean and Deveraux finally track down the killer - and its Arkady Rossovich! He tells them that he has been leaving them a trail for months, knowing that they would kill him. He tells them Russia wants him to experiment on, thats why he wants Sean to kill him, but Sean cannot do that. Arkady then releases his death spores and infects Inspector Deveraux who falls from the battlements. Sean tries to grab her, but she slips to her death. Shocked, Emma realises she is reliving the dream she accidentally witnessed of Sean’s, and knows what happens next. Sean shoots Arkady a dozen times.
(present)
At the dam, Omega Red and Chamber continue their battle, with Jon goading Omega by calling him a coward, who cant fight people properly, only ambush them from a distance. Chamber tells him his only regret is that if he has to die, it will be at the hands of a loser like Omega Red. While Omega goes off on a speech about how powerful he is, Chamber grabs two rocks and smashes them into each side of Omega’s head, and releases a massive bio blast sending Omega Red flying off in agony across the dam.
With Omega Red defeated, Sean’s soul returns and he and Emma discuss the events on the psychic plane. Asking him what happened next, Sean tells her how he handed Arkady over to the authorities who told him he was going to prison in a ‘special interests group’. Obviously, this was where he was transformed into Omega Red - and Sean feels guilty about having a hand in the creation of such an evil murderer. Telling him its nice to see his human side, Emma tells Sean she’s pulling him back to his body now and he thanks her for saving his life. As she wakes up, the others arrive back in the jeep, looking a little worse for wear.
Later, with everyone cleaned up, everyone is in one of the sitting rooms. Husk approaches Chamber to thank him for what he did today, but he tells her it was nothing, and he would have done it for anyone. As soon as he says it he regrets it - he should have told her how he feels about her. Banshee then gathers everyone round and tells them how proud he is of them all.
At that moment, Emplate is spying on the school from Gayle’s estate in England. D.O.A tells Emplate that the last of the others has arrived and Emplate tells him to get started - for it has been long enough since he supped on Penance.
