Boone arrives at a special Taelon lab, where the skrills are reengineered into weapons. He encounters a brilliant scientist named Larry Clark who is responsible — and emotionally attached — for the skrills, of which Boone's "Condor" is one.
Boone breaks the shattering news to Clark: The more primitive skrill series is being discontinued, the Alphas from which his own skrill is descended. Though Clark protests this, Boone can only say that it's got to be done.
That evening, Clark pets and caresses the "mother" skrill. Suddenly it attaches itself to his arm, and Clark flees the facility. The skrill somehow is not detected by a Taelon scanner near the exit, implying that it may be using Clark to escape from captivity.
Clark's boss tells Boone about the missing scientist and skrill. Da'an reveals a few selected facts about the skrills and their background, but very little else.
As Clark passes through a train station, his eye falls on a punky young woman named Janice Green. When a group of thugs begin harassing Janet, Clark tries to intervene — and the power of his skrill becomes evident. The two flee to a sailboat, and Janet secretly plots to sell Clark's skrill on the black market.
Boone and Lili find the marina where Clark and Janice are hiding. Clark skrills and injures Lili, and Boone realizes that Clark's mental stability and physical condition are suffering, and sooner or later he will lose control.
As Clark flees, Janet gets away from him, realizing that he is becoming a maniac. But as she enters her apartment building, she is stopped by Sandoval and his agents, who intend to kill Clark if he attacks the Taelons.
Clark returns to his lab, intending to free the other skrills — but finds that a fellow scientist, Dr. Basi, has destroyed them. Enraged, he intends to kill the humans, but Boone tries to convince him that the skrill has taken over him. As the two implants approach Clark, he blasts through the floor and escapes into sewer tunnels.
Sandoval intends to gas Clark and the skrill if Boone doesn't contain them within a specified time. Though the time runs out while the implant is down underground, Da'an extends the limit so that Boone can stop Clark.
Boone roams through the tunnels and finds a hysterical Clark huddled in one passage. He convinces the crying scientist that the skrill is merely using him to escape, and now will discard him. He touches his skrill to Clark's, and the "mother" slithers off his arm, helpless.
The remaining skrills, rather than being destroyed, are put into stasis. Clark is fired from his job, and is still sad about losing his "children." As the episode ends, Boone is semi-fondly stroking his skrill, and ordering food for them both at a restaurant.