Zu'or sponsors a "fountain of youth" program, called Second Chances, which makes old and ailing people young again. The resistance are trying to replace Doors as leader. Pearl Bell says that she had no previous use for the Taelons before she undergoes the first public transformation. While being interviewed afterward she states how Taelons had before helped her son live. Resistance talks with Doors about the need to go underground again. At a press conference, a Resistance member challenges new transformation group, which provokes one of them to fire a gun into the crowd. The Resistance grabs Pearl, and find that her brain scan reveals memory alternations but they need to prove that they have become Taelon supporters.
Elenco: Jayne Heitmeyer , Lisa Howard , Von Flores , David Hemblen , Anita La Selva , Kevin Kilner , Alan van Sprang , Melinda Deines , Malin Åkerman , Guylaine St-Onge , Robert Leeshock , Leni Parker , Richard Chevolleau , Frank Moore .