US Airdate : 10 November 2003
UK Airdate : 14 June 2004

Onboard the Helix, Lexa (Karen Cliche) tells the Mutant X team that her contacts insist they apprehend their target quickly and carefully. When the team presses her for more information, Lexa reveals that the people she's referring to are known as The Dominion -- a covert group who have been policing the abuses of science for the last few hundred years, and have successfully prevented countless disasters that would have destroyed the world. She says the man they've been sent to capture is a dangerous super-mutant who lives in the woods with his faithful followers. Jesse (Forbes March) gets a thermal reading on the scanner and as Brennan (Victor Webster) begins to take the Helix down to investigate, a series of alarms go off and a streak of white light hits the ship. Suddenly, the ship's temperature rises to a critical level and an instrument panel bursts into flames. When Shalimar (Victoria Pratt) gets up to put it out, the rear hatch flies open and sucks her out of the Helix. Watching from the forest below, Terra (Jeanette Roxborough), a lupine feral, exchanges a smile of satisfaction with Cody (Shane Daly), the one who unleashed the blast on the Helix.

Brennan manages to slam the Helix onto a beach and Jesse locates Shalimar's signal on the monitor. He tells Brennan and Lexa that some of the electronics are fried and they're stuck until he can fix it. In the woods, Shalimar is impaled on a tree branch and her face is covered with scratches and bruises. Meanwhile, Terra tells Cody to kill any survivors of the crash while she goes to find the man they're after. Shalimar comes to and comlinks the team, but only manages to tell them she's badly hurt before passing out. Brennan and Lexa set out to find their teammate while Jesse works on the Helix. Moments later, Shalimar awakens long enough to see a man named Burke (James Bulliard) approaching. Meanwhile, Jesse notices Shalimar's signal is moving, and tells Brennan and Lexa that she's heading northward. A short time later, Burke carries Shalimar into a hidden cave where a small community has settled. He lays her on a stone ledge and is joined by Carl (John Ralston), Wayne (Johnny Goltz) and a group of other men. Their leader, Kristoff (Peter Stebbings) arrives and when he sees Shalimar's eyes glow a feral gold, he realizes she's a mutant. As he embraces Shalimar, her wounds mysteriously heal and reappear on Kristoff's body. Seeing Kristoff weakening, Carl has two of the followers carry him away and orders Burke to take Shalimar somewhere to rest. A short time later, Shalimar awakens and comlinks Mutant X to tell them Kristoff healed her and that she thinks he's the man they're looking for. Believing the people who shot them down are also looking for Kristoff, Shalimar decides to offer to take him to Sanctuary. When Burke enters, Shalimar asks about Kristoff and learns that he can take a person's pain and wounds into his body.

Back at the Helix, Jesse comlinks Brennan and Lexa to warn them that someone's close by. Meanwhile, Terra is making her way through the woods when Cody calls to tell her that Carl, their contact in Kristoff's camp, isn't cooperating. She gets patched through to Carl who vows that they'll get Kristoff as soon as he gets the money. When Carl hangs up, he and Wayne turn to see Burke, who's heard everything. Wayne quickly hits him over the head and knocks him out. Inside the cave, Shalimar finds Kristoff lying on a cot in obvious pain. He tells her that he's never healed a mutant before and misjudged the extent of her wounds. As she begins to warn him that people are looking for him, Carl and Wayne interrupt and Shalimar is escorted out.

When Carl brings in Burke and insists he's a traitor, Burke denies the allegations and tries to convince Kristoff that it's really Carl, but his plea falls on deaf ears. Hearing a crowd chanting ?Guilty,? Shalimar rushes back to the chamber and is shocked to see Kristoff transferring the deadly wounds he had taken from her earlier to an innocent Burke. Kristoff then takes Shalimar to a private room where she reprimands him for killing Burke. Revealing that people have been using his powers his whole life, Kristoff explains that three years earlier, he escaped from a clinic where he was being tested. Since then, he has vowed to be the only one to use his powers to decide who lives and who dies. He kindly refuses Shalimar's help fearing that one day she too would ask him to use his powers. Meanwhile, as Brennan and Lexa search for Shalimar, they are ambushed by Terra, who kicks Lexa to the ground, dodges Brennan's tesla coil, pulls out a gun and shoots him before running into the woods. When Lexa comlinks for help, Shalimar starts to leave, but is stopped by Carl and Wayne, who she quickly takes out with a series of blows.

Inside the cave, Kristoff is warning his followers that their enemies are coming and they must leave when Carl and his men enter the room. Aiming their guns at the group, Carl tells Kristoff that he's going to sell him. Suddenly, Terra bursts in and stabs Wayne in the chest before knocking Carl out and dragging Kristoff outside. In the woods, Shalimar reaches Lexa and insists they take Brennan to Kristoff to heal his fatal wounds. Meanwhile, Jesse finishes the repairs on the Helix and lifts it off the ground just as Cody arrives and begins shooting his weapon. A short time later, Shalimar and Lexa arrive at the camp with Brennan. When Terra sees them, she raises her gun, but Lexa hits her with a laser and she takes off into the woods. Shalimar then begs Kristoff to save Brennan, offering to have him transfer his wounds to her. Stunned that she would to die for her friend, Kristoff decides to help and embraces Brennan just as Terra bursts out of the trees and kicks Lexa to the ground. When she turns her sights on Shalimar, the two ferals face off. Meanwhile, Lexa sees Carl and his men exiting the cave and shoots a laser at them forcing them into the woods. Shalimar kicks Terra down and Lexa, seeing her reaching for her gun, fries her with a powerful laser beam. Letting go of Brennan, Kristoff falls to the ground and a hopeful Shalimar becomes distraught when she doesn't find his pulse. Just then, the Helix appears overhead and Brennan, who is now healed, tells a guilt-ridden Shalimar that they must leave. As the ship flies off, Carl walks back into camp, his gun aimed at the men surrounding Kristoff's lifeless body. Kneeling down next to the body, Kristoff's hand suddenly latches onto Carl's wrist, killing him within seconds.