Jonah goes back to Bryan's room and demands to know who he is. Bryan says that he's his friend and realizes that Jonah doesn't remember. He asks if Jonah is okay, and then attacks him. Jonah fights back and Jonah wraps a IV line around Bryan's neck and demands to know who he is. Bryan says that "they" will find him, and tries to fight free. Jonah has no choice but to kill him.
Dr. Bailey finds Kevin and asks where Mike is. He realizes that Mike didn't make it, and Kevin refuses to discuss how his brother died. Bailey is called away, and Adrian hears him discussing a patient's death with a nurse. The teenager comes over and asks the nurse what's going on, and she claims that everything is fine. As Kevin comes over, the nurse says that a few patients have disappeared but they may have left on their own.
Once the nurse leaves, Kevin tells Adrian that they're leaving, and Bryan will be okay with Mia. Adrian says that there's something he has to do and runs off.
Alex tells Eve that the shadow figure took the girl but not her, and wonders why. She figures that there's something wrong with her, and Eve says that she has somewhere to take her.
At the church, Connor is looking at his badge when Romanov comes in and talks about how much Liza and Jay loved coming there. He says that he remembers when Connor asked him to be there for Liza's final hours, and is glad he was there for Connor and Jay after she died. The priest says that Liza didn't hate God and loved him for the life He had given her. He tells Connor not to let her down by listening to Nathalie.
Link calls Romanov to the chapel where Nathalie is talking about the Black Spring. The parishioners are listening, and Romanov turns and walks away without a word. He goes to the organ and starts playing. First Nathalie and then the other parishioners walk out, and Romanov finally stops playing.
Adrian finds Tyler and tells him that they're leaving. He says that it was interesting what they did, and Tyler feigns ignorance of their kissing. Adrian says that he'll see him around, and Tyler goes back to his mother.
Kevin goes to the doors and discovers that the truck is gone. Adrian joins him and figures that Mia took the keys. Kevin goes to Jonah and asks if he knew, and Jonah says that she didn't see anything to him. Once the writer leaves to find another car, Adrian sits down in Jonah's room.
Kevin checks the hospital rooms and hears a fain clattering and a woman sobbing. He goes to investigate and comes to a set of doors.
Eve and Alex pick out clothing, and Alex suggests that if the shadow figure doesn't want her then she might be safe in the mist. Eve refuses to hear it, and the two of them look in the mirror as Shelley watches them from the shadows.
Mia drives through the mist and finally stops at her mother's house. She gets out and goes into the garage, and digs up the cache of drugs. They're not there, and she goes into the house.
Connor finds Nathalie and asks her what's wrong. She talks about how the mist has changed everything, and few things are more beautiful than destruction. Nathalie assures Connor that the mist will disappear once it has what it came for. When Connor wonders what it came for, Nathalie tells him about a ranger who told her about a mother bear killing two of her three cubs. They rescued the third cub and discovered that it was disease, and figured the bear killed the first two cubs to stop the infection from spreading. Nathalie assures Connor that not all of them are the infection, and something is wrong. She promises to tell him when she knows.
As Eve and Alex go back to the others, Alex says that the distraction worked for a minute. Eve suggests that we should distract the others, and Alex says that she's going to go back to the loading dock. She hugs Eve and says that she loves her, and a surprised Eve says that she loves her, too. Alex glances over at the outside doors, and Eve tells her to go straight back.
Kevin finds Bailey standing over a woman, Gwen, strapped to a gurney. She's gagged, and Bailey says that he found her like that and he has no idea what happened. When he gets close enough, Bailey tries to stab Kevin. They struggle and Bailey jabs a syringe into Kevin's neck, injecting him with sedative.
The lights flicker and Jonah tells Adrian that the generator is running dry. He assures the teenager that Kevin is coming back, and Adrian wonders what he'll do if Kevin doesn't come back. Exasperated, Jonah tells Adrian that they should go find Kevin.
Kevin wakes up and finds himself gagged and tied to a gurney. Bailey comes over and apologizes, and says that people will die unless he finds a way to stop the mist. The doctor says that Gwen and the other people who disappeared are failed experiments, and insists that they have to act now. He warns that the mist is getting smarter, and prepares to wheel Kevin into the mist-filled wing.
Romanov is in his office when Link comes in and warns that things are getting worst. He insists that Romanov should be out there saving the people, and the priest says that he doesn't know how. Link reminds Romanov that he can be very persuasive, and reminds the priest that he said that the day of judgement is there. Romanov refuses to do what Link asks of him, and Link says that he can do it and the Lord will forgive him. He tells Romanov not to give him his permission because it's better that way and walks out.
Mia search the kitchen and finds nothing. She goes upstairs and peers into the keyhole of a room's door, and realizes that the mist is on the other side. Bracing herself, Mia goes in.
Alex is getting supplies from a sporting goods store and finds a break room. The door slams shut behind her and Alex realizes that the door is locked. Fire bursts in under the door, and Alex yells for help
As Eve cuts up paper on a paper cutter, Gus comes in and asks her what's going on. They start arguing, and then Gus asks her how they got there. He discovers that she's making printed warnings from the State Guard, and Eve says that it's hope. Gus offers to help and Eve accepts.
As the fire spreads, Alex hears a man outside calling to her. Jay breaks in wets a towel, and jumps through the flames to a fire extinguisher. He then uses it to put out the fire. They go out into the hallway and Alex wonders how he knew she was in there. She asks if he locked her in there and wanted to play hero, but Jay insists that he couldn't have done it. Furious, Jay says that he does everything he can to help her and she repays him with paranoia. He admits that he was looking at her to see if he could stay at the loading dock, and tells her that his group through Link out of the mall. After a moment, Alex tells him that he needs to do something with his burned hands.
Mia searches the room and finally locates the drugs that she's looking for. And Mia finally finds herself in a mist-clear room. The words "Welcome home baby doll" scratch themselves into the bed's headboard, and Mia backs away in horror and runs out. Country music blare from the radio, and Mia throws the radio on the floor and kicks it apart. It continues playing, but then the music stops and Mia insists that it's not real. Her mother Anna appears in the bed and asks Mia if she would even know.
Link goes to the kitchen where Nathalie is and says that Romanov would lie to talk to her. He leads her upstairs and then turns and drags her the rest of the way when she hesitates. When they reach the tower, Link tells her that she's not going anywhere until she repents and embraces God. He slaps her and says that he doesn't want to hurt her but will until she repents. Link insists that God will forgive him because he's doing it for him. Nathalie breaks one of the windows and runs out the door, and the mist flows into the belfry. Link screams at Nathalie to open the door, and eventually his dreams die out.
Bailey explains that the mist somehow reacts to them, and it kills people with things from their memories. He injects Kevin with a drug to slow Kevin's impact and hormone production, and if the mist doesn't react after thirty seconds then he'll know that he's on the right track. Bailey walks into the next room, seals the doors, and opens the outside door. The mist fills Kevin's room as Kevin struggles against his bonds.
Anna asks Mia if her mind is playing trucks from her, and says that Mia got it from her. Mia insists that she got nothing from Anna, and Anna says that Mia abandoned her in a horrible place. She admits that she wasn't a mother to Mia, and follows her out. She says that all she wanted was to take care of Mia, but she her mind wouldn't let her get up from the sofa. Mia goes to her and they both say that they needed the other.
Anna follows Mia into the bedroom and says that she was happy when Mia finally left because Mia was free of her. She tells Mia that she loved her and wishes that she had been better, and asks if Mia wishes that she could have been a better daughter. Mia agrees and Ana asks her to let her help her die. She assures Mia that they were always in it together, and Mia doesn't have to be tired anymore. She draws a knife across Mia's wrist and says that there's no one waiting for her, but Mia tells her that someone is. Anna grabs her by the throat, and Mia stabs her. "Anna" falls to the ground, mist leaking from her wound, and Mia runs downstairs and back to the truck, and drives to the hospital.
Bailey times Kevin's exposure to the mist and after ninety seconds, realizes that his plan is working. Meanwhile, Kevin sees the owl from his book and then himself, standing over him. Jonah arrives and attacks Bailey, then helps Adrian pry open the doors. When the doctor attacks them, Jonah grabs a scalpel and stabs him in the throat. He then helps Adrian get Kevin into the room with them and close the doors behind them before the mist can get in.
Jay and Alex go back and Eve finds them. She hits Jay, but Alex tells her that Jay saved her after someone locked her in the break room. Eve doesn't believe it, and Jay tells her to stop blaming him. Alex tells her mother that Gus and the others sent Link out into the mist, and Jay tells eve that he's fed up wither deciding what he can and can't do. He figures that she won't shoot him, and Eve tells him that she will shoot him if she sees him touching Alex. Jay says that he understands.
Nathalie goes back to the chapel and the others ask her what happened. She tells them what happened, and says that the mist came and saved her. As Romanov comes in, Nathalie asks him if he knows why Link attacked her. Romanov doesn't answer her.
In the atrium, the men find the notices coming down outside the door. They figure that the State Guard is coming for them, and Gus plays along even though he knows the truth. Eve, Alex, and Jay go to the loading dock and Kimi asks why he's there. Her fiend says that she'll tell her later, and one of the men shows her a notice.
Kevin, Adrian, and Jonah head for the first door, and find Mia waiting for them. She says that she tried to find gas, and asks them what happened. Jonah tells her that they just need to get out, just as the lights go out. Mia warns that they won't make it to the truck, and explains that the electric doors open when the power goes out. There's only one place where the doors will stay shut: the psych ward. As they try to get the doors open, the mist rolls down the hallway.
Written by Gadfly on Jul 28, 2017