The episode opened with a flashback to Chuck and Jil's past when he first asked her out on a ferris wheel.  Now back to present day, Chuck discovers what we learned last episode.. the Jill is a Fulcrum spy.   However, Sarah and John want Chuck to go back in and pretend like everything is normal in order to learn about her boss, codenamed Leader.  Jill asks Chuck to come alone and they go to the carnival on a date.  Again, the two ride the ferris wheel, but this time Jill pulls a gun on Chuck.  When Jill hesitates to kill Chuck, Leader comes in and Jill ends up saving Chuck's life.

Sarah and John catch Jill, but Chuck makes sure they don't kill her... she saved his life!  After interrogating her with a lie detector, Chuck is left alone with Jill.  He asks her some of his own questions with the lie detector and seems content that they can live happily ever after.  He unlocks her and of course she betrays him and helps free Leader.  They trap Chuck, Sarah and John into holding cells, but Chuck uses his brain and the Castle manual to trick the baddies from inside the holding cell.

However, before the CIA can come rescue them from their holding cells, Leader puts a bomb on the holding cell containing Sarah and John.  Chuck agrees to go with them to give them intersect at the Buy More if they leave Sarah alone.  When they arrive at the Buy More, an angry Mike who thinks Leader is a thief, jump tackles John.  Chuck then tells Jill he'll let her get away and puts her in a Nerd Herd car.  Just as she's about to leave, the car locks her in, and he tells her she's under arrest and he's dumping her.  Go Chuck!

Meanwhile, throughout the episode the other staffers of Buy More were trapped inside the store keeping things secure for Black Friday.  Morgan sneaks out to try and go to Ellie's Thanksgviving she's preparing for the Awesomes.  When the Awesomes can't make it to her Thanksgiving, she ends up inviting all the Buy More crew.  Very cute.