US Airdate : 23 February 2002
UK Airdate : 20 March 2002

Emma (Lauren Lee Smith) abandons her usually reserved nature when she goes to a popular club with Brennan (Victor Webster). She is swept away by Caleb Mathias (Andrew Martin), a brooding young man. In a moment of passion, the two kiss deeply, but suddenly Caleb's kiss turns evil. When he pulls away slightly, a blue glow which is literally sucking the life force out of her emanates between them. When Brennan finds Emma struggling to break from Caleb's embrace, he violently pulls the couple apart, ending the transfer before it was completed. The two men engage in a brutal fight, until Caleb finally runs off.

After describing the incident to Adam (John Shea), Emma defies him by going back to the club with Brennan and Jesse (Forbes March) to investigate. They get nowhere with the tight-lipped waitress, Maria (Raven Duada), who had been eyeing Emma just before the incident with Caleb. Brennan is sure she knows more than she's telling.

Meanwhile at Genomex, Eckhart (Tom McCamus) reports that six female mutant recruits have mysteriously died in the past five months. Eckhart's new second in command, Pamela Fries (Larissa Laskin), believes the deaths are the work of a mutant serial killer who lures his victims into submission, as none of them show signs of a struggle. Eckhart insists that the murderer be stopped immediately before any more mutants die.

At Sanctuary, Shalimar (Victoria Pratt) learns about the six missing female mutants and informs Adam, who orders Emma off the streets immediately. Just as Brennan and Jesse are about to take her back to Sanctuary, an angry and vengeful Caleb returns. He and Brennan battle once again, unaware that Pamela is watching from a parked GSA car. Convinced she's found her serial killer, Pamela guns the accelerator and races forward. Jesse pulls Brennan to safety, but Caleb is not so lucky.

Emma discovers that Caleb is far from dead, however, when he suddenly appears at Sanctuary. When Brennan and Jesse watch surveillance tapes from the morgue which show Caleb walking out of the building with Pamela, that they realize that he has the ability to resurrect himself from the dead. Back at the club, Emma and Shalimar look for clues when Emma simply vanishes. She awakens to find herself handcuffed in a dark cellar with Caleb and Pamela, whom he has also taken prisoner. When Caleb leaves, Pamela informs Emma that the GSA will eventually find her through her tracking device. With some convincing, Emma and Pamela pool their powers to release Pamela from her shackles. Once Pamela is free, she is reluctant to help Emma. Tossing a key that falls at Emma's feet, Pamela tries to escape, but Caleb returns and lunges at her. Pamela uses her mutant powers to freeze him to death, but he revives himself and overpowers her. Kissing her deeply, he re-charges himself with her life force, dropping her lifeless body. When he turns his attention to Emma, she warns him that the GSA will be there any moment because of Pamela's tracking device. Caleb hauls Pamela's body upstairs and dumps it in a closet. By the time he returns, Emma has freed herself with the key and is about to flee. Caleb, feeling deceived, sucks the life force out of her as well. Meanwhile, Eckhart is more anxious than ever to get his hands on Caleb to study his DNA.

Back at the club, Brennan learns that Maria is actually a mutant who has been helping Caleb track down his prey to avoid becoming his next meal herself. When she refuses to reveal Caleb's whereabouts, Shalimar convinces Maria to offer her to Caleb. Tragically, by the time Shalimar gets to Caleb's cellar, Emma is dead. Enraged, she takes Caleb out with a fatal blow, before reporting Emma's death to Adam, who is stunned and saddened. Adam, realizing this is precisely the moment when Caleb will rise again and need to feed, tries to warn Shalimar, but she's too distraught over Emma to hear him. Sure enough, Caleb comes to and goes after Shalimar. Brennan arrives in the nick of time and throws an arc of electricity, killing Caleb. Suddenly, a strange glow emanates from Caleb's mouth, as the life force drains from him and is returned to Emma. Back at Genomex, Eckhart is frustrated when Pamela comes back to life, seeing her resurgence as a lost research opportunity.