US Airdate : 4 May 2002
UK Airdate : 10 April 2002

Shalimar (Victoria Pratt) comes to the aid of Henry Voight (Justin Louis), a mutant with powerful mind control abilities, who is being pursued by GSA agents. Surprisingly, when Brennan (Victor Webster) arrives on the scene, the agents retreat. While he investigates, Shalimar stays with Henry and learns that he is actually a GSA agent himself, and has set them up. Before Shalimar can react, Henry presses his palm, bearing a triangular symbol, against her temple, creating a red web-like substance. Brennan returns, and seeing Shalimar in danger, shoots a bolt of electricity that breaks the connection between the two. The symbol, however, has been branded into her temple, but quickly disappears as Henry flees.

Henry meets with Eckhart (Tom McCamus) informing him that Shalimar is now under his control, and will reveal Sanctuary's location. Meanwhile at the lab, Adam (John Shea) performs a body scan on Shalimar, while Brennan and Jesse (Forbes March) search the mutant database for information about Henry. The two are shocked to learn that Henry's wife, Brianna (Renata Spandel), worked for the GSA and died in the line of duty. That night, the triangular symbol reappears on Shalimar's temple as she sleeps. She rises, goes to the media wall console and bypasses the system's security shield. Moments later, Emma (Lauren Lee Smith) enters, notices the glowing imprint on Shalimar, and realizes that she is deactivating Sanctuary's security system. A struggle ensues between the two, but Shalimar is able to break away just as GSA agents storm Sanctuary and take over the computer. Meanwhile, Brennan and Jesse awaken to find themselves surrounded by agents. Both have both been implanted with subdermal governors. Adam enters and tries to save the Mutant X database. All except Adam are captured by the GSA and hauled off to Genomex.

Brennan kneels next to a sleeping Shalimar, who is drenched in sweat and struggling to breathe. It is obvious that this has all been a dream. Noticing the glowing imprint on Shalimar's head, Brennan calls out to Adam in a panic. Adam rushes Shalimar to the lab, where he deduces that Henry must have taken control of her subconscious when she fell asleep. Whatever is happening in her mind is affecting her body. Emma wants to use her telempathic powers to connect with Shalimar, but Adam forbids her, fearful that Henry might take over her mind through Shalimar. Back in Shalimar's mind, Eckhart uses scare tactics to try to get her to divulge information about Mutant X. As Adam and Emma observe Shalimar, they notice her skin has begun to burn. They frantically wrap her in bandages and assume that she is being tortured for information in her dream. Against Adam's orders, Emma connects with Shalimar and tells her that it's all just a nightmare. Meanwhile, DNA clues lead Brennan and Jesse to a rail yard where Henry's father worked. Sensing intruders, Henry emerges from a trance just as Jesse swings the train car door open and confronts him. Henry flashes his palm in Jesse's face and takes him under his control before turning to Brennan. Brennan is able to block his eyes from the glowing symbol. The two men engage in a scuffle, but Henry finally flees the scene.

Back at Sanctuary, the team realizes that Brennan has also fallen under Henry's control when the symbol suddenly appears on his arm. Adam pumps Jesse and Brennan full of stimulants to keep them awake, knowing if they fall asleep, Henry will invade their minds and use their fears against them to get information. Overcome with exhaustion, Adam finally allows the two to sleep, but reminds them that anything they experience is only a dream. When their vital signs show they are about to fall into comas, Adam asks Emma to use her powers to enter their dreams and convince Henry that Mutant X was not responsible for Brianna's death. Emma gets a glimpse of Brianna, but when Adam leaves the lab momentarily, Henry's voice suddenly emerges through Brennan and he tells Emma that Mutant X will suffer for what they did to his wife. Brennan grabs Emma and puts his hand to her temple, imprinting her. Adam rushes in, but Emma is already unconscious.

Later, Eckhart scolds Henry for failing in his mission. Henry responds by telling Eckhart that he blames both him and Mutant X for his wife's death, revealing that he has imprinted Eckhart as well. Meanwhile, Adam furiously scans through Brianna's information. Upon learning that she is a "Section Nine," he immediately hooks himself up to the EKG machine and falls into a dreamscape where he meets Henry. He informs Henry that the GSA reported that Brianna died, but she is actually alive and being kept in a storage area in the GSA. When Henry refuses to listen, Adam brings him to Eckhart, who out of fear confirms that if Brianna is a "Section Nine," it means she is in stasis. Adam orders Henry to release everyone from his power, promising that he will soon be reunited with Brianna. The Mutant X team and Eckhart awake from their dreamscape unharmed, and Eckhart orders Brianna's release, sending her home with her husband.