A University Teacher is in the middle of teaching class, when she hears a cell phone ring. She asks the girl to turn off her cell phone, and the girl replies that it didn't ring. The Teacher freaks out and runs out of the classroom. She is running down the hallway when she is trapped by two men. Suddenly they are not there. A student comes out of the classroom and asks her what is wrong. The teacher replies in another language and shoots herself. Vaughn and Sydney are playing hockey, and Vaughn asks her why she is afraid to be with him. At the APO head office, it is revealed that the lady who shot herself was Nancy Cahill, a CIA narcotics officer in Europe. Their Mission is to find Jason Cahill, her husband. Jack and Sydney are sent to Amsterdam to search the Cahills apartment. There are no lights at all. Sydney finds a locked door in a kitchen cabinet. She goes in and there is a rotting plate of food and odd drawings on the wall. She is attacked by a Mr. Cahill from behind. He bites her and then spits up blood. Jack shoots him.
Opening Credits
Sydney is cat scanned and deemed not infected with the same drug the Cahills were. Sydney is sent home, and has dreams of the attack. She is unable to sleep, and goes into the bathroom. She sees a large black spider crawling along the counter. It then disappears. Weis almost stays the night with Nadia. Sydney measures her temperature, and it is 111 degrees F. APO has analyzed Cahill's computer, and there are many references to "The Count". Sydney is scheduled to meet with him and find out what drugs he has been supplying to the Cahills.
In Bucharest, Sydney Vaugn and jack are prepping for their encounter with the Count, when Sydney goes to take a sip of her tea. She sees a spider in her mug, and when she drops her mug, blood spills all over her. At the club, she meets with the count, and follows him to the balcony. She thinks she sees Vaughn making out with another girl, but it isn't Vaughn. The Count attacks Sydney and tries to run. He is captures by Vaughn. Sydney sees the Count killing himself after telling her she is dying, and Marshall tells Sydney that there could be a delay in the symptoms, similar to viruses. It is revealed that the Count had give Cahill an old version of the Nocturn drug. It induces nightmares that one cannot wake from. Jack and Vaugh go to the place of production to retrieve an antidote. Vaughn retrieves the Antidote, while Jack is left to protect Sydney. She breaks free from Jack from her paranoia and beats him up. She then almost shoots Vaughn, but Jack had removed the bullets from his gun. Jack wakes up just as Sydney is about to kill Vaughn, and saves him. Sydney is given the antidote, and gets better. Dixon Confronts Sloane about his master plan and reveals that he will never trust him. Sydney and Vaughn have a moment in the Hospital and kiss.





