Regular Cast
Jennifer Garner - Sydney Anne Bristow
Victor Garber - Jonathan 'Jack' Donahue Bristow
Ron Rifkin - Arvin Sloane
Michael Vartan - Michael C. Vaughn
Carl Lumbly - Marcus R. Dixon
Kevin Weisman - Marshall J. Flinkman
Greg Grunberg - Eric Weiss (Seasons 1 - 4)
Mia Maestro - Nadia Santos (Season 4)
Élodie Bouchez - Renée Rienne (Season 5)
Balthazar Getty - Thomas Grace (Season 5)
Rachel Nichols - Rachel Gibson (Season 5)

Season One

1. Truth Be Told (Original US Airdate: Sept 30 2001)
   Sydney Bristow (Jennifer Garner, "Pearl Harbor"), a vivacious, athletic grad student, discovers that her not-so-typical after-school job as an agent for SD-6, a top-secret division of the CIA, holds some deadly secrets that not only put her life in danger but also threaten the security of the free world.
   
   Recruited freshman year, the then shy and lonely Sydney jumped at the chance to add some meaning and excitement to her life. Little did she know how great she’d be at espionage or how much she’d love it. Today Sydney is no longer shy or alone. Boyfriend Danny has just proposed and her best friend Francie (Merrin Dungey) couldn’t be happier. Her friend Will, (Bradley Cooper), however, has to feign happiness, keeping his unrequited love for her to himself.
   

   Sydney now finds herself facing a moral dilemma: What does she want from the rest of her life, and what does she tell her friends and would-be fiancé?

   Sydney’s SD-6 partner, Dixon (Carl Lumbly, "Cagney & Lacey," "Buffalo Soldiers"), a devoted family man, warns her not to reveal her secret to Danny, and Sydney knows that SD-6 leader Sloane (Ron Rifkin, "L.A. Confidential") would not look kindly on any breach of security. Even Marshall (Kevin Weisman), SD-6’s highly inventive weapons and gadget maker — a super intelligent man with noticeably lacking social skills -- knows that divulging their identities is strictly verboten. This is the one rule you don’t break.
   When Sydney breaks protocol and tells Danny about her secret life, her world is spun terrifyingly sideways: Danny’s life is placed in mortal danger, and Sydney is in a fight for her own life. She discovers that her long-estranged father, Jack (Victor Garber, "Titanic," "Annie"), is also SD-6 and that the organization is covering up a nefarious plan — they are not a branch of the CIA, but are actually an enemy of the United States. With nowhere else to turn, Sydney seeks the aid of the real CIA in hopes of putting SD-6 out of business. She is put under the command of operations officer Vaughn (Michael Vartan, "The Mists of Avalon," "Never Been Kissed") who enlists Sydney to become a double agent. Her mission is to complete her cases at SD-6 while reporting her findings back to the CIA. But when Sydney finds out that her father is also affiliated with the CIA, she begins to question where his true allegiances really lie
   

2. So It Begins... (Original US Airdate: Oct 7 2001)
   Clutching a stolen satchel, Sydney is dodging bullets and racing from French guards at the Machlet Corporation. Taking the nearest elevator, she punches the ceiling out and pulls herself out the top. Climbing the cables, she escapes onto the street to a waiting limo...

   Back home, Sydney briefs Vaughn about her mission and the overall organization of SD-6. In her new role as a double agent for the CIA, Sydney is intent upon destroying SD-6 within a matter of weeks. But CIA Agent Vaughn illustrates for her that SD-6 is no small matter, it encompasses over 200 groups and contacts - and not just the LA bureau where she works. A humiliated Sydney accepts it will take a very long time to shut them down.
   
   Later that day, her journalist friend, Will, confronts her about her recent disappearance and asks what her fiancé Danny could have been involved with that got him killed. Sydney tells Will that she has been disoriented since Danny's death and to please leave it at that.
   
   But Will's curiosity is piqued, and later, he learns and tells her that Danny had a booked flight from LA to Singapore the night he was killed...to which, Sydney must hide her shock.
   
   Her first day back at SD-6, Sydney receives instructions from Sloane to travel to Moscow, and to intercept a sale of stolen files pertaining to Soviet-American nuclear arsenals. Afterwards, Sloane leads Sydney to his office, revealing her father Jack, who is waiting for her. In private, Sydney only wants to ask him one thing...whether SD-6's plan to kill Danny had been shared with him first. Later, Jack admits he was the one who bought the plane ticket so he could send Danny to Singapore, to hide from the SD-6 assassins. We learn that Jack had visited Danny's home that fateful night, only to find he was too late.
   In Moscow, Sydney impersonates a hotel maid to gain access to the hotel room of the CRC’s representative holding the payoff money -- while Dixon meets the document sellers at a Moscow club. After a violent confrontation with the bodyguards, Sydney discovers the payoff money is false paper... Incognito in party attire, Sydney races to the club, and makes a fast switch with the two computer disks containing the stolen files - with two plastic cocktail coasters. Dixon and Sydney knock the agents out, and escape with the disks. At LAX, Vaughn makes a ”brush pass“ with Sydney, duplicating the stolen floppies for CIA, and returning them so she can present them to SD-6.
   
   The information Sloane later retrieves from the disks, informs that a nuclear device from the Cold War period is still buried somewhere in the US.
   
   Sydney's mission leads her to a Virginia cemetery, where she finds a tombstone with the contact's name, Ivanov, on it.
   Digging up the grave, she finds the seventh nuclear device, rigged to the coffin lid. She calls a panicked Marshall who guides her through the process of disarming it with only a two minute warning.
   
   Angry, Vaughn informs Sydney that SD-6 has sold the device to Ineni Hassan in Cairo, a known arms dealer. Since Sydney knows Hassan, she volunteers to make the trip and get the bomb back; making sure that SD-6 doesn't know that she's going there. Back at the CIA, Davenport tells Vaughn that he's being pulled off of the Bristow case because Devlin, the boss, wants a more senior officer assigned.
   
   Meanwhile, Sydney and a male CIA operative go to Cairo. When Sydney finds the bomb, she quickly dismantles it and grabs its bright green core... only to find a gun is pointed at her head and cocked - and it's Hassan...
   

3. Parity (Original US Airdate: Oct 14 2001)
   Sydney is holding the nuclear weapon's plutonium core in her hand, when Hassan catches her -- and puts a gun to her head. Using the core as a distraction, she knocks Hassan out, and dodges soldiers' bullets as she escapes.
   
   Upon return, Sloane sends Sydney and Dixon to Madrid to steal a lockbox, containing a sketch with what appears to be digital code...drawn in the late 15th century by a seer, named Milo Rambaldi. There are two sketches, containing the entire code, only when seen together...and SD-6 needs the second one. However, a rival Russian agency is also after the sketch, and Sydney discovers that she is up against her deadly K-Directorate rival, Anna Espinosa, whom we identify now by the eye tattoo on her hand
   In secret, Sydney meets Vaughn along the Santa Monica pier, and tells him about the sketch...but Vaughn also informs her that he's been taken off of her case, and a senior officer has been assigned in his place.
   
   In Madrid, Sydney visits a show at the Auto Museo, where the box is hidden, while Dixon monitors outside in a van. She discovers that Anna is also there and one step ahead – she has the lockbox. But only after an intense fight, Sydney takes possession of the box.
   
   Back home, Will is still curious about Danny's murder...But after requesting surveillance footage from traffic cameras around Danny's former apartment on the night of the murder, he discovers that all of these cameras went out within a mile of the apartment on precisely that night...
   Later, he and Sydney get a little drunk after an evening out, and later at her apartment, a playful moment...turns into a kiss...and a moment of shocking discomfort for them both.
   
   Meanwhile, Francie leaks that she and boyfriend Charlie haven't been intimate in a while and that she is worried. Sydney suggests it's because he's been busy...until Francie discovers that he had no law review the previous night. When Charlie assures Francie that he is not having an affair, she is satisfied, until later discovering a matchbook with a woman's name and phone number...
   
   Back at SD-6, Marshall cannot open the lockbox, and if he forces it open, a concealed piece of technology inside will destroy the sketch. Knowing that Anna has the key to the lockbox, Sloane arranges with K-Directorate for Sydney to meet Anna in Berlin, open the box and view the sketch together Sloane knows that K-Directorate doesn't know that there are two sketches that make the entire code.
   
   Sydney meets with special agent Seth Lambert, a senior CIA agent who has been assigned as Vaughn's replacement, to go over her Berlin assignment...But Sydney takes an intense dislike to him, and orders him to get Vaughn back on case...or no results!
   
   Arriving in Berlin, Sydney is wearing a CIA wire, and is relieved to hear Vaughn's voice in her earpiece - he's back. Both SD-6 and K-Directorate have positioned snipers on the bleachers of a stadium, in case either side attemps a double-cross. Sydney meets with Anna and exchanges words...an intense psychological game is always at play. But when Anna opens the lockbox, both agents are horrified, as a sizzling sound emits from inside...
   
4. A Broken Heart (Original US Airdate: Oct 21 2001)
   In the final moments of a cooperative mission, Sydney and her Russian nemesis Anna memorize a 500-year-old binary code written by Milo Rambaldi before it is destroyed. Sydney's inner conflict – as to whether she should give the correct sequence to SD-6 – is confronted by Agent Vaughn, who makes it clear, in no uncertain terms, that her role as a double-agent is in constant jeopardy.
   
   The completed code represents a geographical location for a church in Málaga, Spain, where Sydney and Anna once again meet up – this time as opponents. Sydney bests Anna in a brutal fight, and recovers a gold circular crystal from the church's stain glass window.
   She returns it to SD-6, where Marshall's analysis discloses a pre-synthetic polymer, also invented by Rambaldi...The 15th century seer's progressive inventions now appear to be at the root of a much deeper mystery...
   
   Sydney and Dixon are sent off on their next mission – to investigate a plot to eliminate the United Commerce Organization. In Casablanca, Morocco, Sydney adopts the guise of a French-Canadian tourist.
   In a crowded marketplace, she attempts to get near Luc Jacqnoud, whose bodyguard recognizes her from a previous encounter in Corsica. After a powerful battle, Sydney arrives to Dixon's aide, and is crushed to find that their contact, Bak Ibrahim, has only just been slain ...a friend, whose life she could not save.
   
   At SD-6, Jack is interrogated by McCullough – but in a dreamlike state, he recognizes an unspoken truth about Sydney's mother; one which continues to haunt him. Meanwhile, Vaughn's feelings for Sydney, in a moment of briefing, show through even further – finally, when she breaks down to him about the heartbreaking conflicts in the career of a dual agent, Vaughn offers her his support as a friend.
   Meanwhile, Francie's suspicions grow of Charlie's infidelity, so she and Sydney stake him out, CIA-style, until they spy him kissing another girl. And Will unravels further clues about Danny's death and struggles with his own feelings for Sydney.
   
   SD-6's latest clues lead Sydney and Dixon to São Paolo, the location of the next United Commerce Organization conference, where Sydney witnesses the method to Jacqnoud's scheme. Dhiren Patel, the Peace Prize winner, is scheduled to speak at the UCO conference, but collapses at an evening social, before being rushed away by men impersonating a paramedic team...to a nearby refinery, instead of a hospital. And while Sydney observes from the rooftop, a tiny bomb with a charge equivalent to 300 pounds of TNT, is surgically implanted into Patel's pacemaker...
   
5. Doppelganger (Original US Airdate: Oct 28 2001)
   In São Paulo, Sydney evades Sawari’s bodyguard after watching a paramedic team implant a bomb into the pacemaker of UCO speaker Patel. When Sydney awakens in a run-off canal, she contacts Dixon, who grabs a dazed Patel at the UCO conference, and steals an ambulance. As Dixon proceeds to surgically extract the bomb, they are being pursued by Jacqnoud, who controls the detonator to the device. While Sydney drives, Dixon removes the bomb – just as Jacqnoud activates it and launches it beneath his car – abruptly ending the chase.
   
   In Los Angeles, Francie tells Sydney that they are throwing a big Halloween party – at Sydney's apartment. While setting up, Will tells Francie that he's been investigating the death of Danny, whom he has learned was to be on a flight to Hong Kong, not Singapore, and seated next to a woman named Kate Jones - neither of whom made the flight.
   Will meets up with the mystery woman, and has clearly done his homework – she even admits to having had an affair with Danny. But Will stuns her when he points out that, according to her social security number, Kate Jones died in 1973 – and she races away from the meeting place.
   
   Jeroen Schiller works for the Hensel Corporation with information on a vaccine against biological warfare...and Sydney and Dixon's mission is to help Schiller get safe passage into the US. Later, Vaughn introduces Sydney to CIA agent Paul Kelvin, who has been chosen based upon his resemblance to the German. Arriving in Berlin, Sydney uploads the files from Schiller's computer to a remote server, disguised as a network supervisor, before making their escape. Upon removing Schiller from Hensel, agent Kelvin, in further disguise, trades places with Schiller – without Dixon's knowledge – and doubles as the SD-6 captive, while Schiller returns home with the CIA.
   Back at SD-6, Kelvin feeds Sloane a partial computer program that will also run a CIA control into their network, enabling a "back door" for them to see into the SD-6 database. As Sloane questions the CIA operative about the location of a vaccine, which is being perfected into an inhaler form – Kelvin realizes he does not know about this...But Sloane is even more suspicious, when he also learns that Sydney had also changed Schiller's drop-off location at the last second.
   
   Knowing that her cover would be blown if Kelvin doesn't learn the location of the inhaler, Sydney asks Jack to assist, after Schiller reveals the location to the CIA. With Sloane viewing on a monitor, Jack quietly feeds Kelvin the location – before breaking his arm and passing a convincing message to Sloane about his SD-6 loyalties – and Kelvin screams out the location of the plant – Badenweiler, Germany.
   Sloane sends Sydney and Dixon to Badenweiler to retrieve the inhaler, and then destroy the plant so no one else will have the vaccine. Vaughn informs Sydney that the CIA will rendezvous with her in the building, make a switch with the inhalers and disable the explosive to save the building and its contents. But before departing, Sydney also learns from Vaughn that her father may also be working for the FBI...and she no longer knows where her father's allegiances lie.
   
   In Badenweiler, Sydney disables Dixon's bomb, makes the switch with the CIA agents in the building and gets out. Dixon hits the detonator, and of course, nothing happens. But prepared with a second detonator device, that Sydney knew nothing about, Dixon completes their mission by blowing up the building - with the CIA agents still inside...
   
6. Reckoning (Original US Airdate: Nov 18 2001)
   Following the tragedy in Badenweiler, Sydney remains shattered after watching four CIA agents die in a plant explosion – triggered by Dixon as part of their SD-6 mission. She continues to struggle with a truth about SD-6 she cannot share with her fellow agent, while Vaughn convinces her that Dixon's life and family would be at peril if she ever crossed that line.
   
   Upon returning, Sydney learns that Jack will now be working alongside her at SD-6. But after looking into her father's CIA file – given to her by Vaughn – she visits the widow of FBI Agent Calder, and begins to form an opinion that Jack's suspicious activities led to the death of her mother 20 years earlier – and this creates an even deeper tension between them.
   
   The CIA continues to download SD-6's database though a worm previously implanted into their network via an invisible software control – unfortunately, Marshall reports the leak to Sloane who immediately suspects a mole from within.
   
   Meanwhile, Charlie finally tells Francie his secret. He is not cheating on her, but has been pursuing his dream to become a professional singer. Francie has never even heard Charlie hum – she fears his humiliation, if it turns out he's on the wrong path. But he invites her to his debut at a local club, and her fears are assuaged when she hears his beautiful voice.
   
   Will also uncovers the true identity of the woman who formerly claimed to be Kate Jones and to have had an affair with Danny. But when he surprises her at her door, she pepper-sprays him, terrified, sending him away. Later, she calls to explain she was paid to impersonate Kate – but when Will tries to meet her again for more details, he finds her apartment now emptied...
   
   Sydney and Dixon's current mission is to recover one of FTL's genetically-secured encoder devices – a highly sophisticated piece of cryptology equipment – from an operative named Smythe, who also owns a photo gallery in London. Dixon impersonates a wealthy buyer, distracting Smythe long enough for Sydney to break into the owner's highly secure offices, while eluding a menacing guard, and to recover the device. With the encoder in SD-6's possession, Marshall discovers it works by single-user DNA, sampled via a speck of skin from the recipient's fingertip.
   
   SD-6 needs the fingertip of Gareth Parkashoff, now deceased, and whose burial location is unknown except to his assassin. In the guise of a patient, Sydney must infiltrate the asylum in Bucharest where his killer, Martin Shepard has been recently committed. With the aid of SD-6 Agent Fisher, posing as the physician committing her, Sydney's mission is to trigger Shepard for the body's coordinates by reciting a poem by John Donne, a known key from this assassin's programming.
   
   Sydney is admitted upon their arrival in Romania...but her discharge will prove to much more complex, for only too late does the CIA discover that this institute is also run by Kreshnik, a K-Directorate agent. And when Sydney finds Agent Fisher with his throat slashed, the gates to this institution appear to be sealed for good...
   
7. Color-Blind (Original US Airdate: Nov 25 2001)
   Sydney is trapped within the walls of Mangalev institute in Bucharest, Romania. Moments after finding SD-6 Agent Fisher -- his throat, slashed -- she is immobilized by a tranquilizer, and awakens in an electroshock tub -- interrogated by K-Directorate agent Dr. Kreshnik. He demands to know if she received information from inpatient Martin Shepard, the FTL-trained assassin. Sydney assures she can extract the coordinates of Parkashoff's body from Shepard, as they have now established a basis for trust -- but only if Kreshnik allows her to live. K-Directorate grants her a stay of execution...until nightfall.
   
   Seizing an opportunity, she fights off Kreshnik, Ferroq and the orderlies -- and with Shepard, escapes to a remote CIA safehouse. The assassin's sight has been impaired by the FTL's tampering with his memory. When he looks at Sydney, he sees in black and white and cannot make a clear recollection...
   
   But as his memory returns, he reveals to her that he was Danny's killer, deprogrammed by SD-6 Agent McCullough...and Sydney tries harder than ever to forgive him, in the face of a killing for which Shepard was not truly responsible.
   
   Vaughn contacts Jack to meet at a Chinese restaurant -- but Bristow is none too thrilled about this break in protocol. In turn, he confronts Vaughn for pulling his CIA file; Vaughn explains that Sydney wanted to see it because she suspects he used to have KGB affiliations.
   
   At SD-6, Sloane informs Marshall that the virus found in the network was planted by SD-6 itself as part of a security drill. However, Sloane reveals in a face-off with Alain Christophe, elder statesman of SD-6 and the deadly Alliance, that SD-6 has set up a dummy server to catch the worm hacking into SD-6's mainframe. Christophe suspects one, or even two, moles inside SD-6 and wants them caught.
   
   Will now has cold feet -- he fears crossing a line with Sydney by defying her wishes to let go the details of Danny's murder, but after having pleaded earlier with his editor Litvack, he finds the story due for reassignment if he drops it.
   
   Thanksgiving dinner is served at Sydney's, and Charlie proposes to Francie, which she accepts joyously. When Jack arrives, he tells Sydney that the FBI investigated him 20 years earlier, suspecting he was KGB, leading to the pursuit which forced his car off the road -- killing her mother Laura.
   
   Back at SD-6, Sloane has decoded the FTL communique, using Parkashoff's DNA, which reveals news that another Rambaldi artifact has been sent for analysis at Oxford's Department of Engineering. Sloane assigns Sydney to follow...but Vaughn forewarns -- Anna Espinosa was last sighted leaving Bucharest, before Sydney, and may also be on the job...
   
8. Time Will Tell (Original US Airdate: Dec 5 2001)
   Sydney travels to Oxford to steal an ancient clock connected to the Rambaldi mystery. She successfully completes the mission, though Anna Espinosa is hot on her trail.
   
   Jack confronts Sloane about the death of Eloise Kurtz, and admits that he hired the woman, a young SD-6 agent, to impersonate Kate Jones. Sloane, however, did not trust Kurtz and had her silenced.
   
   After her latest trip, Sydney discovers that SD-6 has hired an agent to trail her. Sloane insists that it is merely a routine procedure, but Jack tells Sydney that SD-6 suspects they have a mole. He urges his daughter to seek help from Agent Vaughn on how to fool a functional imaging test -- a sophisticated lie detector.
   
   Sloane gives Sydney her next assignment -- travel to Positano, Italy and have the mysterious clock repaired. The clock was designed by Rambaldi, but built by a master craftsman named Giovanni Donato in 1503. One of Donato's descendants still pursues the family craft, and can repair the ancient artifact.
   
   Meanwhile, Will's editor rejects his story about the mysterious deaths of Danny Hecht and Eloise Kurtz. The story contains questionable facts, and editor Litvack suggests that Will is lying. She demands that he cease his investigation, but Will has other ideas. He is tipped-off to the location of Kurtz's car, and continues playing detective. Inside the car, Will finds a piece of jewelry, which turns out to be a piece of sophisticated surveillance equipment...
   
   In Italy, Donato explains that the symbol on the clock, <0>, is the mark of the Magnific Order of Rambaldi. When Sydney asks about a date engraved on the clock, Donato says that Rambaldi never told him what it meant. Donato realizes his verbal slip, and quickly covers his tracks. The old man returns the repaired clock, and a K-Directorate sniper fires at Sydney. Donato is killed instead, and Sydney narrowly escapes.
   
   Back at home, Sydney reads a book that her father had given to her mother. She uncovers a Russian code embedded on each page...
   
   At SD-6, Marshall discovers that the glass disc from the church in Malaga fits into the clock. When the artifacts are together, a star chart is revealed. Marshall deduces that the chart was made from a specific location on Mount Aconcagua, near the border of Chile and Argentina.
   
   Before Sydney and Dixon can travel to the mountain, Agent Dreyer gives Sydney a functional imaging test. He doesn't reveal the results to her, but he later confides to Sloane that "we've found our mole."
   
   At Mount Aconcagua, Sydney and Dixon discover a tunnel marked with the infamous <0> symbol. Sydney goes in alone, leaving Dixon on the surface. Once underground, she discovers a book with designs from Rambaldi.
   
   Before Sydney can retrieve the book, she hears gunshots through her walkie-talkie. K-Directorate has crashed the party, and Sydney has a fierce fight with Anna. In the heat of combat, Anna grabs the book and crawls back to the surface. As Sydney pursues her arch-rival, she falls from the rickety ladder and plunges into the darkness
   
9. Mea Culpa (Original US Airdate: Dec 9 2001)
   After her fight with Anna, Sydney crawls out of the underground tunnel and finds Dixon, seriously wounded. As a last resort, she uses a satellite phone to call the CIA. A CIA helicopter flies Dixon to a nearby hospital, though Sydney conceals the truth from Sloane. Sydney is scared, as she thinks that Dixon may have heard her talking to the CIA. Has she blown her cover?
   
   At SD-6, Dreyer tells Sloane that he believes Sydney is the mole because she scored too well on the lie detector test. Sloane is reluctant to agree, though he insists that he will "take care of Bristow."
   
   For her next assignment, Sydney is sent to Tuscany to steal information from Ineni Hassan's accountant. Despite Hassan's previous alliance with SD-6, he is now their enemy, and Sloane wants the numbers to Hassan's bank accounts so they can freeze his assets.
   
   After Sydney leaves, Sloane sends a message to his colleagues in SD-4. He orders Sydney's assassination, though the CIA intercepts the order. Vaughn quickly assembles a team to rescue Sydney.
   
   Jack learns of the kill order and, with Marshall's aid, discovers that the message was deliberately sent over the unsecured server previously infiltrated by Vaughn's team. Sloane is tempting the CIA, trying to draw them out. Jack argues with Vaughn, and prevents the CIA from interfering. The assassination attempt never occurs, and Sloane now believes that Sydney is loyal to SD-6.
   
   Meanwhile, Will continues to investigate the pin that he found in Eloise Kurtz's car. He's shocked to discover that not only is the pin a small microphone, it's also still active...
   
   One night while drinking with Francie, Will shows her the pin. Both of them start joking, asking a series of questions into the pin. Just then, Will receives a phone call. A mysterious voice tells him to keep his mouth shut.
   
   From the Tuscany assignment, SD-6 have learned that the accountant's computer did not contain Hassan's bank account numbers, only the name of a specific Swiss bank. Sydney and Agent Russek travel to Geneva, in order to get the numbers. As Sydney reads the numbers to Russek, a secret transmitter in her ear beams the same information to the CIA...
   
   While monitoring Sydney and Russek's latest mission, Marshall discovers the secret transmission coming from the bank vault. He shares this information with Dreyer.
   
   At a phone booth, Will receives another phone call from the same mysterious voice. The voice asks Will how far he's willing to go in order to find the truth about Kate Jones. Will says he's up for the challenge...and later finds a cassette tape in his glove compartment. The tape is an audio recording of Kate Jones/Eloise Kurtz being killed.
   
   After several days in the hospital, Dixon finally regains consciousness. Sydney is relieved when he doesn't remember how he was brought to a hospital. As she leaves the hospital, she's tackled by a group of men. Sloane then receives a phone call...A mysterious voice says "We got her"...
   
10. Spirit (Original US Airdate: Dec 16 2001)
    After being captured, Sydney awakens in a dingy cell. She is brought to a torture room, but at the last moment, the interrogation is halted...and Russek becomes the target of SD-6 suspicions...Instead, he is the one tortured, and finally executed.
    
    Sloane confides in Sydney about the intercepted communication from Switzerland, and that it turned out to be a message from Russek to K-Directorate. And while Sydney is glad to be alive, she is even more confused...She explains her narrow escape to Vaughn, who has no explanation.
    
    With Christmas approaching, Vaughn gives Sydney a gift -- an antique frame. This gesture arouses jealousy in Will, though he can't say too much -- he has just begun an affair with Jenny, his assistant, which Sydney knows all about.
    
    For her next mission, Sydney is sent to Semba Island, just off the coast of Kenya. SD-6 is still trying to track down Ineni Hassan, and they believe that a forger on the island has created a new identity for the rogue arms dealer. On the island, Sydney discovers that Hassan has had plastic surgery, and now goes under the name Nebseni Saad.
    
    Sydney hides this fact from SD-6, but Sloane already knows... He then instructs Jack to go to Cuba, where Hassan/Saad is now hiding. Sloane wants Hassan dead, though Vaughn proposes a counter-mission. Jack is asked to make a deal with Hassan: In exchange for Hassan's client list, Jack would then fake Hassan's death, which would stop SD-6 in their pursuit...but also allow Hassan to pass into the CIA's hands.
    
    Meanwhile, Will studies the mysterious tape that was left in his car. With help from his audio engineer friend, Nevil, Will is able to discern some muffled dialogue. The person who killed Eloise Kurtz said the name "SD-6," revealing another piece to the puzzle...
    
    Will researches the name, but finds only a single reference...in a transcript from a lawsuit against David McNeil, an expert in computer encryption, who is now in jail for embezzlement. Will questions the lawyer, Robert Stoller, who says that McNeil only pleaded guilty after his wife killed herself, under questionable circumstances.
    
    Will visits McNeil in jail, but the man seems genuinely scared at the name "SD-6." Refusing to talk, he demands that Will leave the lawyer alone. Now, Will is even more intrigued...
    
    From Vaughn, Sydney learns that her father doctored the SD-6 computer logs. Jack made it appear that the intercepted communication from Switzerland was actually sent by Russek to K-Directorate. Vaughn then reveals that Jack is now being held captive by Hassan in Cuba.
    
    Secretly, Sydney sets out to save her father. She is quickly captured, and brought before Hassan, just as Jack is explaining his unusual deal to the arms dealer. Hassan recognizes Sydney as an SD-6 agent, but is unaware of her connection to Jack.
    
    Tempted by Jack's offer, Hassan needs him to prove that he is no longer loyal to SD-6. As a test, Jack must kill the captured SD-6 agent. A gun is placed in Jack's hand...he takes aim directly at his daughter...
    
11. The Confession (Original US Airdate: Jan 6 2001)
    While Jack aims the gun at Sydney, under orders from Ineni Hassan, he blinks a message to her in Morse code. With precision timing, Sydney and Jack take down Hassan’s thugs and capture the arms dealer.
    
    They whisk Hassan away, and Jack photographs a "deceased" Hassan. Sloane is duped into thinking that Hassan is dead. In reality, the one-time ally of SD-6 is in CIA custody.
    
    After the mission to Cuba, Vaughn meets with Sydney, and tells her that he investigated the Cyrillic codes from her mother’s books. The codes were orders written by the KGB...and contain the names of CIA agents who were killed many years ago.
    
    their next SD-6 mission. One of Hassan’s associates, Minos Sakkoulas, has taken his place in the criminal underground. Sakkoulas has a device, known only as "the Package," and Sydney must travel to Greece to get information from Sakkoulas’ computer. As a countermission, Vaughn gives Sydney a set of false files. She is to give these files to SD-6, while retrieving the real info to the CIA.
    
    Vaughn and Sydney again discuss the Cyrillic codes, and both are convinced that Jack collaborated with the KGB. Sydney is reluctant to move forward with the information...but Vaughn secretly records their conversation as evidence.
    
    In the Greek nightclub where Sakkoulas has his headquarters, Sydney’s plans are thwarted, and she is unable to break into Sakkoulas’ office... Instead, Dixon downloads the files, giving SD-6 the information they want.
    
    recording of their previous conversation. He also explains that one of the murdered CIA agents was his own father. Sydney is understandably confused and upset, and she seeks solace in the warm embrace of Will Tippin.
    
    Begrudgingly, Hassan informs Vaughn that "the Package" is hidden in an abandoned missile silo on the island of Crete. He also asks the CIA to bring his wife and son to the States for protection...but Vaughn refuses.
    
    To justify Sydney’s trip to Crete, Jack also tells Sloane about the missile silo. Sloane believes that Jack learned of this through his own contacts, and Sydney is sent to retrieve "the Package" for SD-6...though she secretly plans to give it to the CIA.
    
    On the island of Crete, Sydney breaks into the missile silo, with Vaughn observing via satellite. With Hassan apparently cooperating, Vaughn guides her every action. At the point of entry, Hassan provides a false code to the silo's alarm system. This activates an anti-intruder device and puts Sydney in grave danger as the room begins to shower gasoline...
    
    Hassan refuses to supply the correct code until he receives a written guarantee that his wife and son will get protection. Vaughn and Weiss scramble to get his guarantee, and Sydney returns to LA with the mysterious device.
    
    Sydney and Vaughn visit CIA Director Devlin with the evidence about Jack. But they are stunned when Devlin and Jack, along with eight other senior officers, enter the room. And Jack reveals what most of them already knew...that he never was a KGB agent…but that it was Sydney’s mother…
    
12. The Box (Part 1) (Original US Airdate: Jan 20 2002)
    Sydney is stunned when she learns that her mother was a KGB agent. The news is too much for her to bear, and she tells Vaughn that she is going to resign from SD-6.
    
    At the same time, a group of heavily-armed intruders sneak into SD-6. By the time that Sloane realizes what is going on, the intruders have taken control of the building.
    
    As Sydney enters SD-6, Jack catches up with her in an elevator. He warns her that the Alliance, the men Sloane works for, will kill her if she tries to quit.
    
    Their elevator comes to an abrupt halt, and Jack realizes that Sloane has triggered the emergency lockdown procedure which can mean only one
    thing -- someone has broken into SD-6.
    
    Sydney and Jack sneak from the elevator, and make their way to an empty room in the basement. By splicing into the surveillance system, Jack and Sydney discover that the intruders have taken everyone hostage including Sloane.
    
    Meanwhile, Will Tippin decides that the SD-6 story is too dangerous to pursue. Daniel Hecht and Eloise Kurtz have already been killed, and he fears the same fate for David McNeil's daughter if he continues.
    
    At the newspaper office, Will receives another call from the mysterious voice. Will insists that he is no longer pursuing the SD-6 angle, but someone doesn't want him to give up. An unmarked envelope, containing another clue, is waiting on Will's chair. He refuses to open it, as he wants nothing to do with SD-6.
    
    Cole, a former SD-6 agent who is now working for an unknown group. Cole tortures Sloane for the access code to the SD-6 vault. However, because of the security measures that have been activated, opening the vault will trigger an explosion.
    
    Jack tells Sydney that the entire SD-6 building will be destroyed. In Marshall's workshop is a scrambling device that can be used on the vault door, so that even if Cole gets the code, the vault will not open. Sydney must retrieve the device without being discovered.
    
    Meanwhile, Will goes to a restaurant to meet a contact for a story. To his surprise, it is Kelly McNeil who shows up. Someone has clearly arranged this meeting, and Will refuses to talk.
    
    Kelly follows Will to his office and pleads with him to continue investigating SD-6. He is persuaded and finally opens the envelope that was left on his chair. A mysterious key falls out. What will it unlock?
    
    After learning that Sydney's mother killed his agent father, Vaughn receives orders to visit a CIA psychiatrist -- Barnett. He insists that he is fine, but Barnett asks about the Christmas gift for Sydney. Barnett wonders if his relationship with Sydney is "appropriate."
    
    Vaughn confronts Haladki, the agent who informed Barnett about the gift. There is clearly bad blood between these two men.
    
    Meanwhile at SD-6, Sydney retrieves the scrambling device and applies it to the vault door, moments before Cole arrives. Before Sydney can escape, Cole and his men hear her in the airshaft... They begin blasting away at the ceiling, the bullets narrowly missing Sydney.
    
13. The Box (Part 2)  (Original US Airdate: Feb 10 2002)
    Sydney is hiding in the air ducts as McKenas Cole blasts away at the ceiling -- when suddenly, Jack appears and surrenders -- allowing Sydney to remain hidden.
    
    Sydney discovers a note left for her by her father, explaining the dire predicament: since Sloane has activated the fail-safe alarm, opening the SD-6 vault would trigger a fatal explosion. Before the intruders can hack the vault security code, Sydney must disarm three charges of C-4.
    
    Meanwhile, Dixon, who was taken hostage by the intruders, manages to swipe a PDA from a desk, and secretly sends an e-mail to the CIA, alerting them of the attack. Vaughn gets the message and wants to send in help. But Agent Haladki, now in charge of the SD-6 case, refuses to send a rescue team without more proof of an attack.
    
    Against official orders, Vaughn goes to Credit Dauphine and confirms the break-in. He calls Haladki, who again refuses to send help. Vaughn then meets up with Sydney and helps her disable the first charge of C-4. They split up to disarm the two remaining charges.
    
    Along the way, Sydney knocks out two of the intruders... then, Cole realizes that someone is still loose in the building and broadcasts an order through the address system: if Sydney doesn't surrender, Cole will begin killing the hostages. He chooses Jack as the first victim, and Sydney surrenders -- before she can disarm the C-4.
    
    After Sydney is taken hostage, Marshall signals to her that one of her earrings, lying on the floor, is actually a flash grenade. She detonates the device, overpowering the intruders in the ensuing chaos... Cole, however, remains free.
    
    Meanwhile, Will Tippin continues to investigate SD-6. The key -- that was mysteriously left in his office -- leads him to a locker containing an autopsy report on David McNeil's wife. Her death was allegedly a suicide, but the new evidence suggests otherwise.
    
    For her own safety, Will urges Kelly McNeil to go into hiding... If not, she might suffer the same fate as her mother.
    
    At the CIA, Agent Weiss learns of the call from Vaughn to Haladki. Since all incoming calls are recorded, Weiss now knows that the attack on SD-6 is confirmed. A rescue team is immediately sent to prevent the unknown intruders from gaining access to the SD-6 vault.
    
    Jack discovers Sloane in the SD-6 torture room... Only Sloane can deactivate the fail-safe, but his fingerprint is needed as verification. As Jack struggles to free Sloane from the restraints, both men realize that time is running out...and the only way to save the SD-6... is to cut off Sloane's finger.
    
    Using the bloody digit, Jack cancels the fail-safe order, seconds before Cole opens the vault. Once inside, Cole removes a small metal box, marked with the Rambaldi symbol -- <0>. As he tries to escape, Cole is defeated and captured by Sydney and the CIA rescue team.
    
    Vaughn opens the metal box and finds... a small vial of clear liquid.
    
    SD-6 now believes that the break-in was successful, not realizing that the Rambaldi artifact is with the CIA. But mysteries remain. Who has McKenas Cole been working for? And what secrets will the mysterious liquid unlock..?
    
14. The Coup  (Original US Airdate: Feb 17 2002)
    Will that he installed a back-door program in the software that he developed. Following McNeil's instructions, Will sneaks into the headquarters of the company where McNeil once worked. He is able to recover and download a "digital guestbook" of everyone who has been using McNeil's software -- the next clue in Will's quest for the truth about SD-6.
    
    On campus, a student tells Sydney that she had been dating Charlie, but they had broken up. Unbeknownst to the student, she was dating Charlie at the same time as Francie was. Sydney is stunned, as Charlie has been engaged to Francie for some time. But before she can tell Francie the news, Sydney must leave for Las Vegas...
    
    ...Upon arrival, Sydney enters the casino, disguised as a cocktail waitress. To her dismay, Francie and Charlie have chosen the same casino. She narrowly avoids them, barely maintaining her cover..
    
    Meanwhile, Dixon masquerades as a Jamaican diplomat and enters a poker game with the K-Directorate agent...and Sydney, who has hacked into the surveillance system, can see the cards of all the players.
    
    Dixon taunts the K-Directorate agent into wagering his ring -- which he intends to switch for an identical one containing a listening device. But while Sydney is feeding Dixon information, she sees Charlie and Francie in the casino wedding chapel on a different CCTV monitor...
    
    In a daring gamble, Sydney leaves Dixon unattended, and races to the chapel. In private, she warns Charlie that if he doesn't confess, she will tell Francie about the affair. After stopping the quickie-wedding, Sydney returns to her post as Dixon switches the rings.
    
    Moments later, the casino alerts their guards that Dixon is an imposter...
    
    Exercising quick thinking and reflexes, Sydney takes down the casino guards and helps Dixon escape.
    
    With the aid of the bug, Sloane has learned the location of the meeting between K-Directorate and the unknown group. He issues Sydney and Dixon to go to Russia to eavesdrop...and Sydney makes plans to exchange info with Vaughn, at a private meeting at Griffith Park. Vaughn also shares how much he'd like to be able to say yes, to becoming part of her personal life some day...
    
    In Moscow, the clandestine meeting takes place at night, in a desolate office building with blown-out windows... and a gentleman known only as Mr. Sark negotiates to buy the Rambaldi artifact from K-Directorate. But when his offer is declined, the leader of K-Directorate is killed by his own bodyguard, and a remaining lieutenant is left to finish the negotiation.
    
    He agrees to Sark's deal, while Sydney observes, suspended from a military-style harness, dangling outside the window. But when her foot accidentally knocks debris to the ground, this alerts the guard below...and Sydney hangs precariously from the side of the building as a machine gun fires away at her...
    
15. Page 47 (Original US Airdate: March 3 2002)
    With bullets whizzing by, Sydney swings into a nearby building and narrowly escapes, aided by Dixon. She returns to SD-6 with video of the meeting between the mysterious Mr. Sark and K-Directorate...and gives the same to Vaughn.
    
    Meanwhile, Will's investigation has attracted unwanted -- and potentially deadly -- attention from SD-6. Sloane tells Jack that this reporter should be "silenced" before he learns too much; Jack insists that more evidence is needed before such a drastic action should be taken.
    
    After learning of Charlie's infidelity, Francie faces the awkward task of returning her bridal gifts. She tells Sydney that even though the wedding is off, she cannot bring herself to remove her engagement ring. Sydney reveals that she still wears the ring Danny gave her. In a touching moment, the two roommates remove their engagement rings at the same time...
    
    Based on information gathered in Moscow, Sydney and Dixon are dispatched to Tunisia. A Rambaldi manuscript - the same one stolen by Anna Espinosa in Argentina - is being held on a yacht, and their mission is to retrieve the artifact before it is transferred to Sark. Her CIA countermission is to photograph the priceless manuscript before returning it to SD-6.
    
    Using her feminine charms, Sydney arrives, and boards the yacht - posing as a Finn whose motorboat has run out of gasoline - and overpowers the K-Directorate agents, taking the Rambaldi book, along with the yacht - leaving Sark and his colleagues behind ashore.
    
    Upon her return, Vaughn then presents Sydney with a moral dilemma. Knowing that Sydney is friendly with Emily - Sloane's cancer-stricken wife - Vaughn wants her to exploit the relationship to gain entrance to Sloane's house to plant a bug. Sydney feels awkward about manipulating a dying woman but she finally agrees. After a "friendly" call, Emily invites Sydney to bring a date over for dinner.
    
    Meanwhile, Will visits David McNeil with the information that he gained from the back-door program in McNeil's software. Unbeknownst to both of them, SD-6 agents are taping the entire conversation.
    
    Two masked men kidnap Will as he leaves the prison, pulling him from his car and driving him to an abandoned warehouse. They issue a stern threat -- to stop investigating SD-6 or his family and friends will be killed. The threat comes from Jack -- though Will has no idea that Sydney's father is actually trying to save his life. In a desperate, final meeting, Will returns to inform McNeil that he must abandon the investigation.
    
    As Sydney prepares for dinner at the Sloanes', Vaughn calls her for a crucial briefing. 
    
    The CIA has analyzed the pages of the Rambaldi manuscript, and in the prophet's style, page 47 is found to be - significantly - blank. Since the manuscript is currently held at Sloane's house, she is asked to retrieve the critical page during dinner. Before she leaves, Sydney reveals that Will is her date for the evening. Vaughn has no comment, but he is undeniably jealous.
    
    During the dinner, Sydney excuses herself and proceeds to crack Sloane's personal safe. She takes page 47 - leaving a blank in its place - and quietly shuts the safe. As she turns, she is alarmed to find Sloane standing in the doorway, but how much did he see?
    
    Using the same vial of "Rambaldi" liquid that McKenas Cole tried to steal - the CIA is able to reveal the image on page 47. Vaughn is shaken by what he sees, and immediately arranges a meeting with Sydney. She takes the page in her hand and sees a portrait of herself. How did a 15th century mystic draw an image of Sydney? What prophecy does this manuscript hold...?
    
16. The Prophecy  (Original US Airdate: March 10 2002)
    A hearing of the Department of Special Research is inquiring into Sydney's personal connection to the Rambaldi notebook...at which moment she is in Brazil, running for her life -- pursued by armed men and snarling dogs. She comes to the edge of a cliff, and leaps, revealing a para-sail, and descending to safety.
    
    Upon her return to the States, she is detained by the DSR. As the paranormal research division of the National Security Agency, they are searching for an explanation for the image of Sydney on page 47 from Rambaldi's notebook. According to Vaughn, the text around the drawing has been partially decoded and is now being referred to as "The Prophecy."
    
    The CIA is reluctant to cooperate with the DSR, though Haladki does everything he can to assist the rival agency. After undergoing a battery of mental tests, Sydney is asked to submit to a physical exam. She refuses...and walks away defiantly from the team of DSR researchers.
    Meanwhile, SD-6 has identified "the Man" responsible behind Mr. Sark and McKenas Cole. Using the evidence gathered in Brazil, Sloane identifies Alexander Khasinau, a dangerous and well-connected ally of the Russian mob.
    
    The 12 members of the Alliance, the force behind SD-6 and its eleven sister cells, have called an emergency meeting to discuss the situation. Will they go after Khasinau and his group, or shall they vote for détente -- Sloane desperately hopes that they will vote for war, but he doesn't know where the votes will fall.
    
    Fishing for information, he calls Edward Poole, the leader of SD-9. Poole insists that Alliance member John Briault has been cooperating with Khasinau. Sloane is reluctant to believe that such a trusted, old friend could be cooperating with SD-6's latest enemy...but he finally decides to resolve the situation himself.
    In an act of kindness, Sydney meets with Sloane's dying wife Emily, who reveals that her cancer might have been treated had she not denied the truth for so long. With these words as a warning, Sydney submits to further testing by the DSR.
    
    Later, Jack reveals that the DSR agents do not have the original code key to decipher Rambaldi's writings. The original key is held at the Vatican... In a daring gamble, Sydney persuades Vaughn to break into the Vatican with her.
    
    During their adventure, Vaughn flirts and asks her to dinner at his favorite restaurant in Rome. Engraved into the frame of a Rambaldi painting -- located in the Vatican's subterranean archive -- is the code key. Sydney and Vaughn photograph the cryptic writing, narrowly escaping Vatican guards...and never making it to dinner.
    
    Meanwhile, Sloane has discovered that "page 47" of the Rambaldi manuscript is a counterfeit. He's furious...and demands to talk to Sydney. Does he suspect her?
    Before the Alliance's meeting, Sloane arranges a private rendezvous with John Briault - the traitor Poole accuses of aiding Khasinau. Quietly, and without emotion, Sloane assassinates his friend in a Montreal park at night.
    
    When the Alliance meets, the decision to retaliate loses...by a single vote. Sloane realizes that it was Poole - not Briault - who has been working for the enemy all along and Sloane promises to "return the favor."
    
    At the CIA, Vaughn provides the code key to decipher Rambaldi's writings, which only confirms what the DSR has already discovered...and he is not pleased. Sydney is taken into custody, plucked from a nightclub where she has met up with Francie and Will, and "the prophecy" is finally revealed to her.
    
    According to Rambaldi, a woman bearing Sydney's characteristics will appear - she will fulfill the prophecy and "render the greatest power unto utter desolation". Sydney is driven away in chains and shackles by the DSR...now a prisoner of a 15th century prophecy
    
17. Q and A  (Original US Airdate: March 17 2002)
    Sydney wears a short-haired wig, and is behind the wheel of a big American car, fleeing from a squad of police cars...Where is she trying to go?...And where did she escape from? The high-speed pursuit ends on a pier, with Syd surrounded by cops. With nowhere else to turn, she slams her foot to the accelerator and plunges her car into the water...
    
    ...We find Sydney chained to a chair. It is a day earlier, and we are in the moments immediately following the FBI taking her into custody. FBI Special Officer Kendall now questions her, before a team of interrogators... The CIA are out of the picture, and the questioners are delving into Sydney's background, and her connection to the Rambaldi prophecy. They ask her to start from the beginning -- the very beginning.
    
    She explains how she was recruited by SD-6, trained at Credit Dauphine...and in a painful moment, she must also relive SD-6's murder of her fiancé, Daniel Hecht.
    Sydney explains how she learned the truth about SD-6 from her father... She then joined forces with the CIA and became a double-agent. She confirms much of what they already know -- that her father is in the same situation, and that Arvin Sloane recruited her, and brought her into a life of espionage...But which does the FBI want to believe more -- Sydney's truth...or The Prophecy?
    
    Meanwhile, Jack tells Vaughn that her cover with SD-6 will be destroyed if she remains in FBI custody much longer...According to Rambaldi, the woman in The Prophecy will never have seen Mt. Subasio in Italy. Vaughn has a wild scheme to break her out of custody and prove her innocence...Vaughn and Jack agree that she must get to the mountain somehow. If successful, their action would defy The Prophecy.
    
    Through a chance conversation, Vaughn learns that Haladki used to be with the FBI. He asks Haladki about Sydney's location... but gets no help.
    As the questioning intensifies, Sydney talks about her mother -- a deceitful woman who worked for years as a KGB spy... and while being pursued by an FBI agent, she went off the road, and disappeared with her car into a river...
    
    Sydney goes on to explain how her life as a double-agent works: SD-6 gives her a mission, then she meets with Vaughn who gives her a CIA counter-mission. She refers to the explosion at Badenweiler, to illustrate how contradictory this situation can be.
    
    Jack uses brute force and a deadly threat to force Haladki to divulge Sydney's location. The daring plan is put into action... Jack, Vaughn, and Weiss rescue her and explain the proposed solution to the Rambaldi prophecy. Sydney is angry at first, as her escape now makes her a fugitive...but she agrees to travel to Mt. Subasio.
    When Haladki learns of the rescue, he immediately knows who was behind it. He discovers that four unmarked cars were taken out, and reports these license plate numbers to the FBI.
    
    ...Wearing a blonde wig as a disguise, we find Sydney's drive to the airport interrupted, when the police quickly give chase...And in an ironic moment across town, Will and Francie watch the pursuit on television... unaware that their best friend is the subject.
    
    After plunging the car into the water, Sydney has a burst of insight... and breathes the oxygen from the tires. She stays submerged for over ten minutes -- long enough get away.
    
    Before boarding the plane, she meets with her father and reveals how she escaped. And, if Sydney managed to fool the police this way, couldn't her mother have done the same...?
    
18. Masquerade  (Original US Airdate: April 7 2002)
    Sydney has traveled to Mt. Subasio in Italy, following her underwater escape. She scales the mountain -- thereby proving that she is not the subject of the Rambaldi prophecy -- and once at the top, she uses a satellite phone to call the FBI and turn herself in.
    
    Upon her return to the States, her father explains that the CIA is still investigating the Prophecy, but they are now searching for her mother. Jack also confirms that, according to a CIA investigation after Laura's car crash, a special commission concluded that she had escaped alive...and that Sloane, who was on this committee, had been keeping the truth from him for many years.
    
    Sydney is now determined to find her mother, and she meets privately with Sloane to ask for his help, and insists upon a leave of absence. He agrees...but to her surprise the following day, he assigns her onto a mission to retrieve material about Alexander Khasinau
    ...When Sydney protests -- reminding Sloane that she wants to find her mother first -- he explains that Khasinau was Laura Bristow's superior at the KGB. Dixon and Sloane are to fly to Vienna and rendezvous with an undercover agent stationed at the Russian embassy. The agent, Wexler, has a microchip with valuable information about Khasinau's organization.
    
    Wearing a mask, Sydney attends a masquerade ball at the embassy. Another man, also wearing a mask, whispers to her that Wexler is dead and that they are both now in jeopardy. In private, the masks are dropped. The man is Noah Hicks, an SD-6 agent whom she dated years ago.
    
    Together, they make it to the basement and find Wexler's corpse. Suspecting that he swallowed the microchip to keep it hidden, they cut the chip out of the body. With enemy agents in hot pursuit, Sydney and Dixon extract Noah from Vienna and make their escape.
    On the plane home, Sydney asks Noah why he left five years earlier without saying good-bye. It becomes clear that their separation was the result of a misunderstanding, before Hicks had to be transferred out of the States...
    
    That evening, Francie borrows Sydney's coat and discovers a ticket stub for a trip...to Italy. Sydney said she had flown to Seattle, so she and Will contemplate an explanation for the mysterious ticket, and speculation fills the air... Is she having an affair? Why would she lie to her friends? ...and they resolve to confront her about this.
    
    Meanwhile, Jack -- after learning that his wife is still alive -- is furious that Sloane kept the truth from him for this long. He tries to console himself with drink, until Sydney finds him in a local tavern in the middle of the afternoon. She informs him that Devlin has ordered him to visit Dr. Barnett, the agency psychiatrist... and the wall, between father and daughter, goes up once again.
    Following orders, Jack visits Dr. Barnett. She is a shrewd judge of Jack's character, and does not believe that he is being truthful, with her or with himself... She asks that he visit her once a week.
    
    After the microchip is analyzed at SD-6, Sydney and Noah are sent to the Arkhangelsk forest in Russia. In an underground complex, below a ranger station, is a computer with information about Khasinau's organization. They break into the complex to steal the data-core from the computer. Sydney also uses this opportunity to confirm background on her mother...
    
    The data-core is kept under sub-zero conditions in a cryo-chamber, and Sydney must don a protective suit to access it. During the invasion, one of Khasinau's men triggers a large, robotic lever-arm -- and knocks her to the ground, cracking her helmet -- and Noah must rescue her before she succumbs to the paralyzing cold. Sydney and Noah narrowly escape with the core, and make it to a cabin -- a remote SD-6 safehouse. With hours to kill before they are rescued, they discover that their passion has not been extinguished...
    
19. Snowman (Original US Airdate: April 14 2002)
    In the safehouse in the Arkhangelsk forest, Sydney sleeps against Noah's body...their bliss interrupted when Khasinau's soldiers storm the house. Escaping through a secret crawlspace below the floorboards, they get away on a motorcycle -- seconds before the cabin is riddled with bullets.
    
    Meanwhile, Vaughn confirms that K-Directorate has hired a known assassin -- a.k.a. "The Snowman," for his favored use of an ice-pick as a weapon -- to take out Khasinau. He suggests that by following the hit man, they can find Khasinau.
    
    When Sydney returns to SD-6, Noah makes her an interesting proposition. While working undercover, he opened some secret bank accounts and now wants to run away, leaving the spy world behind...and he wants her to come with him. She refuses, insisting that she must find her mother first. But Sloane has uncovered Noah's questionable banking practices and wonders if the agent is still loyal...
    Jack is visibly upset; he tells his daughter that the information on the data-core is useless for tracking down Khasinau. However, it does contain video files of Laura Bristow...video recorded after her car crash, and supposed death.
    
    Sydney watches the grainy video, and learns the unpleasant truth about her mother. Laura Bristow -- using her real name "Irina Derevko" -- answers questions from Khasinau and another man. Derevko states how she came to America for the purpose of seducing Jack Bristow. During their years of marriage, she had gone through his briefcase and monitored his conversations, reporting everything back to the KGB.
    
    The other man on the tape, Igor Valenko, looks familiar, so Sydney investigates. She discovers that this man once worked undercover at the FBI under an alias..."Calder." She concludes that he was the agent who was, allegedly, chasing Laura Bristow before her fateful crash, and that he also must have faked his own death.
    Sydney uncovers that Valenko currently does business with a bank in Cape Town, South Africa, and she speculates that he might still be connected to Khasinau. Using her input, Jack outlines a mission to Sloane -- to send Noah and Sydney to Cape Town to recover bank records to create a trail. Sloane is reluctant -- he no longer trusts Noah, and expresses concerns about Jack defending yet another male figure in Sydney's life -- but ultimately, he agrees.
    
    Following a separate path to Khasinau, Vaughn travels to Bogota to meet with a man who once worked with The Snowman. This agent -- scarred and disfigured from an encounter with the assassin -- had formerly declined to help the CIA, but time has changed his mind, and he now offers to help...
    
    With a mixture of curiosity and dread, Jack finally summons the courage to watch the recovered video of his wife. Although he already knows the truth, he is crushed to see her treachery in such light...
    Using Marshall's ingenious op-tech, Noah and Sydney break into the South African warehouse and successfully hack into the computer using a wireless modem. They download all the files onto a laptop, but a sophisticated security system thwarts their mission...When they return home, they learn that the hard drive's memory was wiped as they escaped.
    
    One evening, Will and Francie finally confront Sydney about the mysterious, unexplained plane ticket to Italy. Under pressure, she confides that the bank has been doing business with extremely private and sensitive clients as of late...and this is why she must keep secrets from her own friends.
    
    Just when Sydney is beginning to trust Noah again, she is surprised to learn that he has accepted another deep cover assignment. Before he departs, he again pleads with her to run away with him. She finds the offer quite attractive...ultimately, she must decline, once again...
    After further tinkering, Marshall is finally able to recover low-level sector information from the reformatted drive. According to the records, Valenko is in Mackay, Australia. Dixon and Sydney are immediately dispatched to capture him, hoping that this will bring them one step closer to Khasinau.
    
    Vaughn receives a call from the source in Bogota. The Snowman has been spotted in Mackay, Australia, and he desperately wants to alert Sydney, to warn her, but he has no way to contact her.
    
    When Sydney enters Valenko's mansion, she finds no bodyguards...and a trail of dead bodies. She stumbles into the kitchen and finds The Snowman standing over a fresh corpse -- and she fights the assassin in a brutal bout of hand-to-hand combat. During the melee, she impales The Snowman onto his own ice-pick, and he lies bleeding on the floor. She pulls back the mask and discovers his true identity... Noah... wwho mumbles a sad good-bye to her as he dies...
    
20. The Solution (Original US Airdate: April 21 2002)
    ...Sydney has become despondent, after killing Noah Hicks -- a.k.a. "The Snowman" -- a man she once loved. Vaughn bolsters her spirits by showing her a map of all the groups affiliated with SD-6. Red circles indicate the groups that she has helped destroy. This gives her the energy to continue her life despite the problems caused by constant deception.
    
    At the apartment, Will and Francie discover a rat in the kitchen. While trying to deal with the pest, Will receives a phone call from his source -- "Deep Throat" -- and the mysterious caller urges him to resume the investigation of SD-6. The voice also provides him with another crucial clue...Jack Bristow was the man who kidnapped Will.
    
    When Sydney returns home, Francie talks about setting a trap for the rat. This sparks an idea...perhaps the way to catch Khasinau is to set a trap for him as well...Sydney explains her idea to Vaughn...
    Since Khasinau wants the ampule containing the solution that Cole tried to steal, they should offer to sell him the liquid...This way, they can capture him, and hopefully find Irina Derevko, a.k.a. Sydney's mom. The Kherefu Art Museum in Algiers is a formerly suspected trove of Rambaldi artifacts, and Sydney suggests that they stage a break in. They will dupe Khasinau into believing that a second vial of the solution has been found... and this vial is to become the subject of their transaction.
    
    Before Sydney departs, Emily Sloane admits that she knows about SD-6. Although her husband never said a word, she tells Sydney that she picked up on it from little clues over the years. Unfortunately, Emily reveals this to Sydney in a SD-6 operated hospital.
    
    Pretending to be French insurance agents, Vaughn and Sydney visit the museum. In order to test the security system, the power is turned off for a few minutes... and during this brief interruption, Sydney is able to steal the alleged Rambaldi artifacts.
    Upon their return, Vaughn then spreads the word that Raslak Jihad, a radical terrorist group, was behind the robbery -- and that they now have the priceless liquid which will reveal Rambaldi’s invisible writing. He makes it known that the group will sell it for the right price, and Khasinau takes the bait. A meeting has been arranged in the Indonesian town of Denpassar, where Khasinau’s aide, Mr. Sark, will trade diamonds for the liquid.
    
    Sydney is disappointed that Khasinau won’t be present at the trade... but Vaughn has his own plan. They will bring the real solution, in case Sark wants to test it, but Sydney will then switch this for a placebo...The fake vial contains an element that can be tracked by the CIA.
    
    Meanwhile in L.A., Will submits a sealed envelope -- containing his piece of SD-6 reportage -- to Abby, another reporter at the paper. He explains that if he should disappear, the story should be published immediately...
    At last, Will confronts Jack -- and explains that an unknown source gave him the information. Jack denies any involvement...but immediately, he pays a visit to CIA Director Devlin. He suspects Haladki may be a mole; leaking the information to Will.
    
    Determined to find the mole, Jack agrees to help Will. He confesses that he gave the pin to Eloise Kurtz -- the pin that doubles as a surveillance device -- though he did not kill her. He tells Will to use the device to inform the unknown source that his SD-6 investigation is back on...
    
    Meanwhile, Tambor Barcelo, head of security for the Alliance, visits Sloane at SD-6. Emily’s hospital room has been bugged, and the Alliance is fully aware of her conversation with Sydney. This woman must now be "eliminated" ...just as Daniel Hecht was. Sloane is outraged, and refuses, but Barcelo knows all about Jean Briault’s murder. Sloane’s position in the Alliance is shaky, and he is in no position to object.
    Sloane instructs Marshall to tap Edward Poole’s cell phone, and in doing so, they discover Khasinau’s phone number. By monitoring this line, Sloane learns about the meeting in Denpassar, and he orders Dixon to make an appearance, and to recover the solution.
    
    In Denpassar, Sydney shows up for the trade, wearing dark skin foundation, and a veil as a disguise. Sark asks her to prove her Raslak Jihad identity -- the members of whom practice an ancient form of martial arts... Sark leaves her no choice but to fight him, using a latajang -- a pole with curved blades on both ends... Although she has never used one before, she quickly adapts, and demonstrates skill with the weapon.
    
    After Sark is satisfied, the exchange is made. Before she can switch the real solution for the placebo, Dixon and a team of SD-6 agents interrupt their meeting. With a gun trained directly upon Sydney, Dixon finds something disturbingly familiar about this woman...
    
21. Rendezvous (Original US Airdate: May 5 2002)
    ...When SD-6 agents break up the diamonds-for-ampule exchange in Denpassar, Vaughn lobs a flash grenade into the courtyard. Sydney tries to escape and injures her shoulder while fighting Dixon...and she still wears a veil, so he has no idea that he's battling his own partner...
    
    Vaughn handcuffs Sark to a gate and recovers the ampule. Weiss, who has been monitoring the situation via remote, demands that his partner stay with the captive. Vaughn, however, disobeys CIA orders and leaves his post, in order to rescue Sydney...Moments later he returns to find that Sark has disappeared...
    
    Meanwhile, Jack is determined to find the identity of "Deep Throat." He instructs Will to tell the mysterious source that he knows all about "the circumference"... and that he wants a meeting.
    In London, Sloane meets with the Alliance, and threatens to resign if they won’t let his cancer-stricken wife die in peace. But he is surprised to discover that the Alliance knows all about Edward Poole’s deception, as well as the truth behind the murder of Jean Briault... Ultimately, the members decide to let Emily live, as her death appears to be imminent.
    
    When Sydney returns to SD-6, she discovers that Sark has been apprehended. Dixon is suspicious of her absence and notices her injured shoulder...
    
    Over a glass of expensive wine, Sloane proposes to Sark that if he will help SD-6 find Khasinau, his life will be spared. Sark agrees...
    
    Vaughn has a new dilemma at the CIA, when Weiss chastises him for having let Sark escape. Vaughn’s feelings for Sydney are clouding his judgment, and jeopardizing both of their jobs.
    For their next mission, Sydney and Dixon must go to a Paris nightclub, where Sark will deliver the ampule to Khasinau...and during the meeting, Dixon will steal pages of a Rambaldi manuscript from a safe.
    
    To crack the safe’s encryption mechanism, Sydney will need to monitor Khasinau’s heartbeat with a special ring, which will then transmit the pulse to Dixon’s cellphone -- who will then be able to open the sophisticated safe.
    
    Meanwhile, Will establishes a meeting with "Deep Throat." A location is set... Paris... and Jack will monitor the conversation using a hidden microphone in Will’s jacket.
    
    Before Paris, Vaughn gives Sydney her countermission -- to deliver the real Rambaldi pages to the CIA and give fakes to SD-6. But she senses that he is being unusually blunt ... possibly cold with her, and she now wonders why he is acting so oddly.
    In the Paris club, Sydney assumes one of her sexiest identities...a vamp-like cabaret singer. While performing from the audience, she holds her hand on Khasinau’s chest long enough to record his heartbeat... face to face with the one man who can also help her find her mother...
    
    Moments later, she spots Will with Deep Throat’s men, being escorted through the nightclub at gunpoint... She interrupts the interrogation, flies into action and overpowers the armed men... Will is alarmed -- he has never seen Sydney like this -- and they escape to Jack’s car. She is furious with her father for involving Will, until Jack explains how this unknown informant has been trying to expose SD-6 publicly...
    
    During the night, Dixon recalls the mission to Mt. Aconcagua... and Sydney having used the code name "Freelancer" on a satellite phone. When he asks about her injured shoulder, she explains that she fell while hiking, but he is suspicious.
    Sloane explains that despite the chaos in Paris, they can still track Sark because of a substance added to the wine...In a private moment, Sloane thanks Sydney for not reporting Emily’s breach of security...he even expresses his own regret for having Danny Hecht terminated.
    
    Will is moved to a CIA safehouse... Vaughn says that he may need to enter the Witness Protection Program for safety...or even be recruited.
    
    Later, at the hospital, Emily learns that her cancer is in remission, but Sloane doesn’t know how to react. How will he convince the Alliance to let her live?
    
    A team of SD-6 agents track Sark to his location, hoping to find Khasinau as well. Instead, they find a room with medical equipment. Using a blood transfusion to hide his trail, Sark is somewhere else... the CIA safehouse. And when Will opens the door, Sark fires...at point-blank range...
    
22. Almost Thirty Years (Original US Airdate: May 12 2002)
    Will, tranquilized and badly beaten, is dragged into a dingy storeroom, where Mr. Sark asks him about "the circumference"... with no answers. A sinister Taiwanese interrogator -- "Suit And Glasses," who tortured Sydney months before -- enters with an array of frightening instruments...
    
    Sydney receives a call from Sark, setting up the exchange of her friend for the Rambaldi page that was stolen in Paris and the ampule of solution... to take place in Taipei, in 24 hours.
    
    Jack agrees to help recover Will. He can easily get the ampule from CIA storage, but recovering the page will be tricky -- it's in an offsite SD-6 vault located off the coast of Santa Barbara... and they will need Sloane's fingerprint and voiceprint in order to gain access. Jack suggests that they study the Rambaldi page themselves and determine its value, before negotiating further with Sark. He also tells Sydney that she must keep her plan from Vaughn -- the CIA has a mole.
    When Vaughn explains to Sydney that Will is still likely to be alive, he senses that she hiding something. Later, he tells Weiss that he suspects that Sydney has her own plan to rescue Will.
    
    Her cancer now in remission, Emily is out of the hospital. At a remote beach house, Sloane finally tells her the truth about SD-6...
    
    Later at SD-6, Alliance member Ramon Veloso explains to Sloane that they only allowed Emily to live because her future had been pre-determined her by lymphoma. Sloane demands that her life be spared... but protocol insists that she be terminated. If he carries out their order, however, Veloso affirms that he will become a fully-fledged member of the Alliance...
    
    Wearing a concealed recording device, Sydney visits Sloane in his office, to speak candidly about Emily... In reality, she is distracting him while Jack hacks into Sloane's computer to collect the needed passwords, and takes a voiceprint and fingerprint.
    Having now stolen the Rambaldi page from the remote SD-6 island vault, Sydney climbs out of the water, only to be confronted...by Dixon. He demands to know why she used the codename "Freelancer" on Mount Aconcagua... Sydney is pleading when she insists that she is not betraying her country, but also that she cannot reveal the truth to him... and Dixon walks away.
    
    Meanwhile, Vaughn is summoned into a meeting with Devlin and Haladki. Weiss has reported that Vaughn no longer fully trusts Sydney, and now they all need to know what may be hiding.
    
    Jack calls Devlin. After taking the ampule from the CIA, he assures that he will return the stolen item once his mission is completed... Devlin demands that Jack return immediately.
    
    Since Will has disappeared, his friend Abby, at the newspaper, goes straight to editor Litvack, with his sealed envelope about SD-6. And the editor agrees to run the story...as front page news.
    Using the Rambaldi solution, Jack and Sydney finally expose the mysterious page. It reveals drawings for the same "Mueller device" stolen by Sydney in prototype stage, from Taipei months ago. Jack explains that this might explain Khasinau's search for "the circumference," a precise set of instructions for building the device in this drawing.
    
    On a hunch, Jack abducts Haladki, who under pain of torture, admits to being the CIA mole...and that he has been working for Khasinau. The instructions are for a "battery" that Khasinau has been constructing in a Taipei lab... And after a treacherous, and deranged Haladki spills all...Jack silences him, for good.
    
    Vaughn later finds Sydney alone at a train station. He has figured out what she is planning, and agrees to help save Will. With Jack, they will fly to Taipei...and while Jack makes the exchange for her friend, Sydney and Vaughn are to simultaneously detonate the lab where the battery is located.
    At home, Sloane mixes a powder into a glass of wine. With resolve, he and Emily raise their glasses for a final toast... and she forgives him for the mistakes that he has made...
    
    Meanwhile, after hours of torture, Will still hasn't revealed much about "the circumference." When he is finally unchained, he plunges a syringe into the neck of his sadistic interrogator. Guards seize Will, and drag him from the room.
    
    In an alleyway, Jack meets with Sark and exchanges the page -- the drawing, now exposed -- for Will, who has been spared, bloody, but alive... Sobbing, Will embraces the stony-faced man who has handed him back his future...
    
    Across town, Sydney and Vaughn find the Mueller device, behind lock and key, in a Taiwanese dance club. It is, in fact, similar to the prototype she retrieved before...only much, much bigger.
    Sydney detonates the explosive, unleashes a tremendous flood... and she and Vaughn dash through the underground complex, trying to escape the approaching torrent...
    
    Sydney makes it through a security door, but cannot hold it open long enough for Vaughn, who is trapped -- on the wrong side, in a room filling, perilously fast, with rushing water... and seconds later, Vaughn is gone. When Sydney turns, she is knocked out by sharp blow from a security guard.
    
    She awakens to a familiar scene: she is once again chained to a chair, in a Taipei storeroom. But this time, instead of "Suit And Glasses," her interrogator is Khasinau... who explains that "his boss" has questions for her.
    
    Puzzled, Sydney admits she thought "The Man" was the one in charge... But Khasinau is not "The Man." The door opens... "The Man" is a woman... Sydney's mother...

Season Two

1. The Enemy Walks In (OAD 09/29/02)
   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. Trust Me (OAD 10/06/02)
   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.
    
3. Cipher (OAD 10/13/02)
   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
    
4. Dead Drop (OAD 10/20/02)
   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.
    
5. The Indicator (OAD 11/03/02)
   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."
    
6. Salvation (OAD 11/10/02)
   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.
   Back in L.A., Sloane tells Jack that the mysterious wine was laced with VTX, a compound that counteracts the effects of sodium morphate — meaning Emily is alive or a rival wants the Alliance to think that Emily is alive and that Sloane is a rogue. Later, Sloane enters a church, believing he sees Emily. Jack says he suffering from guilt and says there's a way to put this issue to rest. Later Sloane disinters Emily's remains — her coffin is empty!
   
   Sydney and Vaughn are ordered into quarantine because the strange device they'd seen in Taipei has been found to be the source of the virus. After a worrisome night together awaiting test results, Sydney is found to be negative. Vaughn's tests are less clear but he is later released.
   
   Syd watches on closed circuit TV as Jack tells Senator Douglas during his inquiry that he loves Sydney despite his limitations as a father. Still, Jack will go to jail and Irina will be executed the next day. Sydney commandeers Douglas' limo and forces him to reverse the charges against both Jack and Irina by telling him that a Senator is working for The Alliance and she'll turn her evidence over to the FBI if he doesn't cooperate. It's a lie, but it works.
   
   Meanwhile, at home, Vaughn exhibits bleeding fingernails, a symptom of Sark's virus.
    
7. The Counteragent (OAD 11/17/02)
   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.
    
8. Passage (Part 1) (OAD 12/01/02)
   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.
    
9. Passage (Part 2) (OAD 12/08/02)
   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