Max, Isabel, Tess and Liz are at the Crashdown Café. Larek uses Brody's body and stops by to talk to them. He tells them that the Gandarium are a genetically engineered life form designed to bridge the DNA and RNA resequencing during third-stage amino-acid synthesis. Tess, Isabel and Max look turn to Liz, hoping she understood what Larek has said. She tells them she's lost too. Liz tells Larek it's way over their heads and asks him to explain it to them in simpler terms. Larek says to make an alien hybrid you need some alien cells and some human cells. Normally they don't mix very well - you need something to bridge the differences - that's where the gandarium come in. In a controlled environment - like on an alien ship - they're harmless, but released into an ecosystem, the gandaruim will perform the only role they know - infect human cells. Isabel and Tess point out the fact that the gandarium seem to only be focusing on Laurie. Larek explains that not every human is a candidate for hybridization. Their genetic structure has to have a flaw. He says it's very rare on Earth - fewer than 1 in 50 million people have it. Liz says they must be going after Laurie because she has the defect. Max asks what will happen if they succeed in infecting Laurie. Larek says once the gandarium have infected Laurie, they will mutate into a universal virus and she'll infect anyone she comes in contact with. They in turn will affect every person they come in contact with and eventually every infected person on Earth will die. Max asks how they can destroy them. Larek tells him once they've infected the host - it's all over. Tess says the gandaruim didn't finish infecting Laure - that's why the're still coming after her. Larek says that if this is true, they may still have a chance. He explains that the gandarium are hive-like with workers, drones and a queen. The queen is the only one that can infect a host. If they find and kill the queen, the rest of the hive will die. Isabel asks if the queen will be in the hive. Larek says the queen won't necessarily be in the hive. Max says they have to go back to Frazier Woods and find out how many more of the crystals are out there and destroy them.

Maria and Michael go to the courthouse and find out that the Dupree Estate is in Laurie's name - left to her by her grandfather. They return to the Estate.

Alex and Kyle help with the digging in Frazier Woods to find the gandarium crystals. He tells Alex he always wondered what the hell they were doing sophomore year. Alex says there were a lot of secret meetings and lying to authorities. Kyle asks what do the lowly human folk get out of all of this. Alex says he's not sure. Kyle complains that suddenly he's a member of this club that he never wanted to join. They discover the gandarium hive, which actually looks more like a cave. Alex says it's time to put the shovel away and tell the others. Kyle wants to go ahead and check it out. They enter hive. They're surrounded by glowing blue crystals. Alex wants to go tell the others. Too late. The hole they dug is seals with blue crystals and they're trapped. A few moments later Liz, Max, Isabel and Tess are wondering where Kyle and Alex have gone. Kyle calls Liz's cell phone. She asks where he is. Kyle yells that he's in the freaking nest. Max, Isabel and Tess are unsuccessful when they attempt to use their powers to rescue Alex and Kyle. Max tells Isabel to go to the UFO Center and get Brody's diamond saw. Max,Liz and Tess try digging another hole parallel to the hive.

Maria finds a receipt for a 1 million dollar check the Duprees donated to the Pinecrest Psychiatric Institute to get them to say that Laurie was crazy. She confronts Laurie's aunt. Michael tells Laurie the house deed has her name on it. Laurie comments on the way Michael scratches his eyebrow. She says Michael looks just like her grandpa when he does that. She tells Michael her grandpa even wore a ring on the same finger. Michael asks what he was like. Laurie says he was hard to read, always in his own head, but kind. She says he's the only one in the family she ever felt safe with. She takes Michael to the bomb shelter where her grandfathers belongings are stored. Michael finds a journal with sketches of aliens. Laurie says her grandfather said the aliens took him. When he started to talk about it, her uncle Bobby used the alien stories to put her grandfather away. Laurie says she got bad blood from her grandfather - a bad chromosome - recessive genetic defect. Michael tells her that she deserves to live her life - she's a good person and she deserves better than to be locked up in an institution because it's more convenient for her aunt and uncle.

Isabel arrives at the UFO Center to get the diamond saw. The masked gunman from the woods sneaks up behind her and covers her mouth and nose with chloroform cloth . Isabel attempts to remove his hand, but it's too late. She passes out. He removes his facemask. No surprise - it's Grant Sorensen. He kidnaps her. She awakes in his SUV. He tells her he's not doing so well. He tells her Agent Duff asked him if he went to Wyoming and if he stole a gun there. He screams that he doesn't remember - and when he tries to remember things - it just gets worse and worse. He tells Isabel she's the only one he trusts. He asks aloud when did he get shot and when did he get the scratches that he has on his neck. He says he doesn't know why he's driving to Tucson. He begs Isabel to help him. Isabel asks when this all started happening. Grant tells her it's hard to say - he has gaps in time. He thinks it was when he started digging out near Pohlman Ranch last summer. He says he found these weird crystals. Isabel tells him his body has been taken over by something - it was the gandarium - they were in the water. Grant says he doesn't know what that means. He tells her he's losing it. He asks why this is happening to him. He says he's a good person.Isabel tells him she knows he's a good person. Grant begins to shake. He tells Isabel he's supposed to kill her, but he doesn't want to. He tells her to grab the cell phone from his pocket. He pulls over to the side of the road and orders her out of the car. She wants to help him. He tells her to get out. She tells him she's sorry. He leaves her standing in the pouring rain in the middle of nowhere. She uses the cell phone to call Valenti. She tells him that Grant is definitely the kidnapper. She tells him he's headed to Tucson after Laurie and he'll be there in a few hours. She tells Valenti that he has to stop him. Valenti asks Isabel where she is. She tells Valenti that Grant left her by the side of the road somewhere. She tells him she'll get a ride. He tells her she can't get into the car with just anybody. Isabel assures him she's the last person he has to worry about getting into a car with a stranger. She pleads with him to get to Laurie before Grant does. The cell phone loses the connection.

Kyle and Alex are still trapped in the gandarium hive. Kyle puts a small crystal in a glass bottle with a lighted match and attempts to burn it. He puts the cap on the bottle and the crystal goes crazy jumping around and bashing itself against the glass for a few seconds before it dies. Kyle uses his cell phone and calls Liz to tell her what happened. They're still working to dig them out of the hive. She tells him that he burned all of the oxygen in the bottle and the gandaruim suffocated. Tess says all they need to do is get the oxygen out of the hive. Max says that if they remove the oxygen Alex and Kyle will die too.

Meanwhile, Michael and Maria are still at the mansion lounging in white robes by the pool while Laurie swims. Max calls Michael and tells him that the crystals can't live without oxygen. Michael assures Max that there are no crystals in Tucson,Arizona. He assures Max that Laurie is safe. Later they are served dinner while Laurie's aunt and uncle attend a party. Maria rings a bell for the maid to replenish her soda. When she doesn't respond Maria asks Michael to get it for her. He reluctantly removes himself from his meal and goes into the kitchen where the finds the maid has been strangled to death. He returns to the dining room and orders Maria to take Laurie someplace safe. They go to the bomb shelter while Michael looks for the intruder.

Valenti goes to Agent Duff and tells her they need a plane - Grant Sorensen is on his way to Tucson and they have to get there before he does. Agent Duff has some doubts - she needs more information. Valenti tells her that she has to trust him and they have to leave now. She wants to call for backup. Valenti tells her she can't. He warns her that before this is over she may see some things that she won't be able to explain. He tells her that she won't want to. He tells her that if she tells the Bureau what they're about to do - she'll kill her career. He tells her she has to follow his lead and be very selective with what she puts in her final report.

Michael hears footsteps coming from upstairs. He goes out into the hallway. Grant shoots him in the shoulder. Valenti and Agent Duff arrive and find Michael on the floor. He directs them to the bomb shelter where Grant has gone. Maria tries to tell Grant that she's a friend of Isabel's - a really,really good friend. Grant grabs Laurie and holds the gun to her head. Agent Duff and Valenti order Grant to put the gun down. He tells them he wants to, but he can't. He tells them they have to stop him. He gets a sharp pain and grabs his head in agony. Laurie escapes and crawls to safety. Grant fires his gun. Agent Duff shoots him. Blue crystals come out of his chest followed by the queen of the gandarium. Michael has finally made his way down to the bomb shelter. He yells for everyone to get out of the room. Michael uses his powers to open a vent and remove all of the air out of the room. The queen gandarium flails about the room and then crashes and splatters on the door's glass window.

Alex and Kyle are still underground when liquid begins to drip. Kyle thinks they're attacking. Alex tells him the crystals are dying. The previously sealed hole opens up and Max,Liz and Tess help Alex and Kyle get out of the hole.

Isabel arrives at the mansion. She goes to the bomb shelter and covers Grants body with a blanket. She tells him she's going to sit a while beside him so that he's not alone.

Michael and Maria hire a lawyer to ensure that Laurie gets control of the money and house left to her by her grandfather.