On the run from Militia, Nora leads Miles and Charlie back to the Rebel camp. Meanwhile, Aaron and Maggie search for Grace and Danny stands up to one of Captain Neville’s men.

Miles leads the rebel squad out of Philadelphia and away from Monroe’s helicopters and machine guns. Meanwhile, a guilt-ridden Rachel tries to redeem herself by providing power to the rebels, but once again must leave her children, Charlie and Danny, behind. As if there wasn’t enough heat, romantic sparks ignite between Miles and Nora.

A final act of heroism by one of their own saves the lives of Charlie and the gang, but the loss devastates everyone and they must carry on with heavy hearts but increased resolve. Miles sets out on a mission with Nora to recruit his former Militia comrade, Jim Hudson and enlist his savage killing skills. Meanwhile, Rachel looks for a power source and a way back into the heart of her daughter Charlie. Rachel also attempts to elude the grip of Randall Flynn, her ruthless former boss and ally of Monroe.

Neville faces danger and hard choices as Monroe doubts his loyalty, he disowns his son Jason and gets captured by Miles. Rachel and Charlie begin slowly patching their relationship only to be pulled apart again as Rachel suddenly embarks on a quest to restore the power and her self-respect. She must make a dangerous journey to the mysterious Tower as it holds her only chance at redemption.