Government agents arrive in Boston, in pursuit of Agent 355. 

Dr. Mann, Agent 355, and Yorick stop in the woods for a rest so Yorick can pee. Dr. Mann asks if they can call it a night, but 355 wants to keep going. Yorick comes upon an outdoor ceremony where attendees bring candles and walk in circles to honor the great dead men. Women sing an ethereal version of Radiohead's "Karma Police."

Agent 355 finds Yorick and tells him to put on his mask. They take candles and walk around with the others.

The government agents show up and start to show Agent 355's picture around, asking if anyone has seen her. Agent 355 realizes that they are after her. She gets Dr. Mann and Yorick and they leave quickly, finding a nearby church to hide in. 

Dr. Mann and Yorick are confused as to why the government would be after Agent 355. 355 explains that communications were compromised and that she never spoke to the President. Yorick wants answers. Agent 355 says that she will fight off their attackers rather than try to outrun them. 

In DC, Regina and Kimberly converse in the memorial hall, discussing feminism, democracy, and President Brown. Regina seems to think President Brown is invincible, but Kimberly is not convinced.

At the church, Yorick awakens to finds Agent 355 sleepwalking. She nearly walks off the balcony and he helps her down.

At the PriceMax, the warehouse superstore where Roxanne and her followers live, Laura is recounting stories of the abuse she has suffered at the hands of men.

Sam hangs out alone in the cafeteria until Hero shows up. She brings him testosterone she found in the pharmacy section, telling him there are many other pharmaceuticals to enjoy, and they both take some. 

Roxanne tells the other women of the abuse she witnessed when she was a police officer. Nora tries to leave with Mackenzie, but Roxanne insists that they stay and listen. Roxanne questions Mackenzie about how men used to speak to her. Nora gets upset at Roxanne. 

The alarm is triggered -- pots and pans on strings cause a racket. Roxanne and the women spring into action, getting their guns and reinforcing the entrances and exits.

From the roof, Nora watches, with Laura. A small group of women, including a little girl, approach the PriceMax. Roxanne greets them. Roxanne's backup surrounds the women, guns drawn. Roxanne tells the small group to go back to where they came from. The woman leading the small group tells Roxanne they are starving and begs her to take her daughter. Roxanne refuses and the small group leaves. Laura remarks to Nora that they are lucky to be where they are.

355 goes through what she can find at the church to set traps for the agents. Dr. Mann finds the photo of 355 and shows it to Yorick, saying the agents are after her and not them. Dr. Mann suggests that she and Yorick leave 355 and head to San Francisco alone. Yorick refuses.

Nora visits Roxanne, bringing tea, trying to make amends. Roxanne explains that she doesn't like to turn people away, but it's for the good of everyone there. Roxanne gets change, exposing a mastectomy scar and her single breast. Nora is surprised, explaining that her mother also had breast cancer but succumbed. Roxanne mentions the one-breasted Amazons, which is what she and her cancer survivor friends used to call themselves. Roxanne calls Nora on her groveling, saying that kind of behavior was for the men, and that she can be herself now. 

In a communal bathing area at the PriceMax, some of the women ask Hero why she doesn't like herself. Hero responds that she's already been in therapy. Nicole tells Hero how she felt bad at first but then realized that all the people who had hurt her in her life were suddenly just gone. They tell her Roxanne has saved them and can save her, too. Hero tells them she and Sam probably won't be staying too long, but they tell her this is a place where she could not feel tired.

Kelsey approaches Sam, saying she loves men, but just acts as though she hates them to fit in with the group. She tells him that there will be a 'funeral' tonight. 

Dr. Mann feeds communion wafers to Ampersand. Yorick offers to help 355 with the attack. He tells her she needs sleep and that she sleepwalks. 355 tells Yorick that he needs to accept that she is his protector and that he should be grateful. Yorick finds Dr. Mann and tells her he is done with 355.

In DC, Kimberly approaches Christine, asking how she's doing. Christine says she is still not ready to tell anyone and that she's not even sure if she wants to keep the baby. Kimberly is sympathetic but suggests that the baby is a gift from God. Kimberly says she can help with the baby, even offering to raise the child as her own. 

Back at the PriceMax, the women are holding a funeral for Laura, who is still very much alive. Laura strips naked and lies down. The other women cover her in dirt and say goodbyes. Nora joins in placing some dirt on Laura. Laura lies in a tub of water and the women wash the dirt from her. Laura is then submerged in the water. She emerges and declares her new name: Athena. There is cheering and celebration from the crowd -- Athena is welcomed with hugs. Sam is weirded out. Hero appears intrigued.

Sam leaves. Kelsey goes after him, asking him to come back. Sam asks what happened to Kate. Kelsey warns Sam to keep a low profile, but he's not sure how to do that. Kelsey says he can always talk to her, but it must be secret because no one is allowed to be alone with him. Kelsey is spotted and called away by another woman. 

In DC, General Reed updates President Brown that Agent "Burgin" is in a church in Pennsylvania. They show President Brown the file they have on "Burgin", saying that her Secret Service file shows a whole swath of people that do not exist. Regina remarks how odd this is. General Reed says they need to consider the possibility that "Burgin" is working for someone else -- also, that she is traveling with two others, but they haven't gotten a good look. 

355 burns a fire outside. The government agents get her in their sight, with Reed and the rest of the team on comms. 

355 realizes that Yorick and Dr. Mann are gone. 

In the dark woods, Yorick and Dr. Mann journey on. Dr. Mann trips and falls. She asks Yorick if this was a mistake.

Captain Nguyen, of the agents, asks President Brown for permission to engage. President Brown advises them to proceed with caution.  

355 fights the agents. Dr. Mann and Yorick hear the gunfire, as do the team in DC over the comms. 

Dr. Mann knocks out another agent, saving 355. Yorick runs through the woods with Ampersand. 355 stabs Captain Nguyen in the leg. Yorick returns. They hear General Reed over the comms. 355 destroys the radio.

General Reed heads off to prepare the extraction team. 

355 asks Yorick if Captain Nguyen got a good look at him. He insists that she didn't. 355 gives her knife to Yorick, telling him to cut the Captain's laces so they can burn her shoes, which will slow her down. Yorick takes the knife and gets to work. 355 tells Dr. Mann that when they get to San Francisco she will defer to the doctor, but until then she is in charge.

Regina remarks that this must be hard for President Brown. At the President's request, Christine leaves, giving them some privacy. President Brown tells Regina that Kimberly likes to concoct theories. They trade barbs and veiled threats. Regina warns President Brown that the people don't trust her and if they find out about "Burgin" that could be the tipping point.

Hero and some of the other women are smoking in the PriceMax parking lot. Roxanne sits beside Hero, pointing out constellations. She offers Hero a place with them. Hero tells Roxanne about Mike. Roxanne guesses that she killed him. Hero confirms it. Roxanne says it's up to Hero whether she wants to stay. 

Nora hears loud voices and goes to investigate. Keeping hidden, she witnesses several of the women berating and beating up a tearful Kelsey.