Zo’or (Anita La Selva) enlisted a private human business consortium to develop an enterprise known as Second Chances, a modern day "fountain of youth." Using a Taelon procedure, old and ailing candidates entered a chamber which transformed them into vibrant, healthy people 30 years younger. Major Liam Kincaid (Robert Leeshock) was immediately suspicious, but the entrepreneurial Augur (Richard Chevolleau) warned him there would be a huge demand for the procedure if it was deemed safe. The Resistance members were unaware there had already been secret trials, and that at least one unsuccessful candidate had been killed after begging for the operation to be reversed.

Liam approached Captain Lili Marquette (Lisa Howard) to help investigate, but found her distant and distracted. She shipped off to meet with Resistance members in the Pacific Northwest, led by a female firebrand named Hayley Simmons (Christina Cox). Hayley and her fighters told Lili that Jonathan Doors (David Hemblen) could no longer lead the Resistance effectively since he had announced his presidential candidacy, and they asked Lili to step forward to take his place. Meanwhile, the Taelons were preparing for the first live, televised Second Chances procedure. Behind the scenes, Da’an (Leni Parker) demanded that Zo’or give the Synod a full accounting of this clandestine commercial partnership. But Zo’or pushed ahead, choosing as his subject an aged and infirm lady named Pearl Bell (Marilyn Boyle), who was particalized in a special chamber then emerged as a gorgeous young woman.

As expected, people clamored for the procedure. Doors appeared on television to warn people they were selling their souls by lining up for Second Chances, but his words were soon forgotten when the now beautiful Pearl (Monika Schnarre) also went on television to thank the Taelons for her new lease on life. Pearl also revealed that the Taelons performed a successful heart operation on her son, a story Liam knew to be false. The Resistance began to suspect that Zo’or was using the age-reversing procedure to implant false memories in people, insinuating loving and referential bonds with the Taelons, which never really existed.

Resistance members confronted Doors and asked him to step down as leader, and Liam told Da’an he must move forcefully against Second Chances. Da’an informed Liam that it was too late, as Pearl had been asked to introduce a large group of subjects who had just completed the procedure. Hayley and her troops crashed the reception, where a Resistance leader named Randy (Neil Girvan) began to bait the group. His taunts caused one man to snap. The man stole a gun from a security guard and began firing into the crowd. In the ensuing melee, the Resistance members kidnapped Pearl, spiriting her off to one of their doctors for examination.

Dr. Hart (Tracey Cook) confirmed their suspicions that the Taelons had implanted false memories into Pearl’s brain. Liam realized he must break into the Second Chances headquarters to find evidence of Zo’or’s hidden agenda. Meanwhile, Agent Ron Sandoval (Von Flores) started a spin campaign to convince the public that the disastrous event was engineered by the Resistance. Hayley accompanied Liam, while Lili entered the Second Chances facility as a Taelon agent and shut down the security grid to give them access. Liam and Hayley discovered personal files on all the Second Chances subjects, proving that Zo’or had their backgrounds checked so that he was able to implant plausible memories. Liam and Hayley grabbed the files as evidence and barely managed to escape the building after a security alert.

The Resistance made the Second Chances files public and the FDA shut down the enterprise. However, news reports revealed that some people still wanted to undergo the procedure, despite the threat to their personal freedom. In the face of such dangerous human naivete, it was Liam, not Lili, who stepped forward to lead the Resistance, telling Da’an he’ll fight the Taelons and their secret agenda in any way he knows how.

This episode synopsis was originally produced by The Official E:FC Website and remains the property of Tribune Entertainment.