Neal is undercover and bumps into a guy who bumps into a girl. This girl is Alex, he use to work with her on jobs. Neal asks her what she knows of the music box. Alex tells him that she knows nothing. He leaves his number just incase she changes her mind.
Peter and the FBI unit are on a stakeout of a guy named Gray’s house, when they hear a shooting. A young girl named Pierce saw the whole thing. She tells them that a man was waiting inside the house for them and murders Gray when they entered.
Neal arrives and while Peter is catching him up, he does some investigative work. Neal finds out that Pierce’s ID card is a high-end fake. Peter then realizes the whole thing was a set-up. She is the killer and used Gray’s shoe to leave a track of male footprints.
Back at headquarters Peter books a room at the local crappy motel while his cable gets rewired at his house for surround sound. Neal tells Peter there is no need - he can stay at his place, but Peter politely declines.
Meanwhile, Neal’s friend Alex stops by and tells him she knows he’s working with the FBI. He tries to tell her it is just a cover up, but when Peter shows up unexpected she learns otherwise. Although she may have information on the music box, she doesn’t tell him anything.
The next morning, Peter and Neal are working on cracking the list they found in Pierce’s purse. They realize that it is a hit list and Mr. Gray was the fourth person on the list. They head to the last name on the list, Daniel, to get information.
They get to Daniel’s house and everything he owns is valuable. Peter and Neal cannot figure out what Pierce could be after.
Back at Neal’s place Peter gets back from a sweaty workout to barely catch Neal looking at a book on the music box. Neal figures out that Pierce never found what she was looking for at the house. She was interrupted by the FBI on her search.
Peter and Neal go back to Gray’s house with Daniel who searches the house to see what he has that is similar to Grays. He finds one of the Emperors five elephants. Each is made up of solid jade and together the unit is worth well over 150 million dollars.
Neal sets up a meeting with Pierce to see if they can work together on selling the elephants as a whole. The situation gets compromised when Alex storms in telling Neal that he got the FBI on her case. Pierce realizes that it was a set up and she escapes again.
Neal and Peter are both mad at each other. Neal is mad at Peter for not trusting him and Peter is mad at Neal for keeping him in the dark about his plans. Peter knows Neal is looking for the music box.
When Neal gets home Pierce is waiting for him with a gun. She tells him that he must take her to where the other two are. Piece makes him cut his tracking anklet and Neal sends out Morris Code for Peter to track him.
They get to Peter’s house and Neal discretely sets everything to turn on when the power goes back on.
Peter and the FBI team are waiting outside to bust in. Right before Pierce is about to shoot Neal, the team turns the electricity back on and comes charging in. They take the gun away from Pierce and arrest her.
The next day, Alex tells Neal that she knows where the music box is. And she will never tell him anything as long as he is working with the FBI.