"I don't understand one thing." Emily said to Dawn. They were with Matt as he attempted to decrypt the data from the USB- Abby was on her way. "Why are you so adamant Connor doesn't know about Abby's involvement and blames you instead?"

Dawn bit her lip. "Connor and Abby… they only have each other. They both had difficult upbringings and apart from a wayward younger brother on Abby's side neither of them have any family. If they lost each other it would destroy them both. I have other people. Even if Connor hates me I won't be alone. They would be." She explained. Emily nodded in understanding. "Ok, my turn. How on earth did your husband end up appearing through the anomaly after you?"

Emily groaned. "Millions of people in London, and the one I happen to literally run into is him." She sighed.

"What, and he followed you?"

"He thought that Matt was my lover and that I'd run off with him." Emily smirked, then scowled. "He was going to have me committed."

"The newspaper article Abby found." Dawn remembered. Matt and Emily both shot her questioning looks. "She showed it to me before she gave it to you, Matt. We were trying to work out how Emily could have been committed in Victorian times when she was living here."

"Well, thankfully I wasn't." Emily shuddered slightly. They all looked around as the door opened and Abby slipped in.

"Hey." She greeted. "You done it yet?"

"Connors' hard drive's encrypted, I'm nearly there."

"Please don't tell me I lied to Connor for nothing." Dawn stressed, just as the computer beeped.

"Okay, I'm in." Matt announced.

"What is it, what's he doing?" asked Emily as they al crossed over to him.

"Anomaly readings?" he questioned in confusion. They all looked at each other blankly. They were distracted by the anomaly alert going off, and without a word rushed upstairs towards the hub.

"What is it Jess?" Matt asked as they headed there.

"You not going to believe where this anomaly is…" she breathed. That bought them all up short.

"Try me." he said suspiciously.

"It's Connor's lab. The anomaly's here in the ARC." She explained, shocked. They all looked at each other and bolted towards it.

"Connor! Open up. It's a direct order." Matt yelled. He looked uncertain but did as they said. Dawn felt her stomach clench as she saw was on the table.

"What have you done?" Abby breathed, horrified.

"Well I… How about congratulations? No? This is the first man made anomaly in history and I made that."

"Oh my God Connor..." Dawn whispered in dismay.

"Lock it." Matt ordered.

"I suggest you turn around and leave this lab immediately. Because under no circumstances is anyone going to lock this anomaly." Phillip ordered as he entered with a soldier in tow.

"Philip we have to do our job." Matt protested.

"Matt, if we lock this anomaly now the readings just get weaker. We might lose it altogether!" Connor explained.

"Oh and that would be bad?" Abby raised her eyebrows.

"What? Come on Abby, it's… it's perfectly safe. Look at the size of it- you couldn't even get a T-Rex's toe through there. Dawn, you get it don't you?" he looked towards her. She met his gaze, and slowly shook her head.

"You're becoming everything we've been trying to avoid." She whispered. He frowned.

"I know what I'm doing!"

"No you don't. You really, really don't." Abby denied sadly.

"This lab belongs to Prospero. It's not your jurisdiction Matt. If I have to eject you, I will." Phillip interrupted.

"Okay. Guys it's okay, I'll talk to you later." Matt nodded.

"What?" Abby questioned.

"Philip knows what he's doing." He looked at them pointedly, and Emily quickly caught on.

"Come on." She nudged Abby and Dawn, prompting the two to follow her out. "You two seem to know what you're at so let's leave it unlocked and I'll increase security, yeah?" Dawn heard Matt say. Dawn barely noticed where they going- her hand was entwined tightly with Abby's as they blindly followed Emily.

Abby and Matt veered off to talk with each other, leaving Emily and Dawn to head to Jess, who'd been watching on the security cameras. "I already spoke to Lester." She said as they entered. "There's nothing he can do."

Dawn slumped at a desk nearby. "If there was ever a time for my father to make a miraculous reappearance, this would be it." She groaned.

"What's going on?" Jenny questioned in confusion, glancing between the three despondent women. Emily quickly explained. "Well, what the hell is he thinking?" Jenny exclaimed.

"I have no idea." Dawn bent her head slightly. Jenny crossed to her, wrapping an arm around her shoulders.

"Ok. So what do we do?" she asked after taking a deep breath.

"There's nothing we can do. Not officially." Matt answered from the doorway. They all looked at him. "Abby's gone to try to talk some sense into him- I doubt it'll be successful but hey, we can hope."

"Matt look at this." Jess called him over, but they all followed.

"Did something come through?" he questioned.

"What is that?" Emily asked, peering closer.

"Oh. That's disgusting." Jess recoiled slightly.

"No…" Matt breathed.

"Insects. Gross." Jess wrinkled her nose slightly.

"T-Rex's toe…" Dawn rolled her eyes.

"Come on!" Matt prompted. He, Emily and Dawn ran out.

"Now what's he doing?" frowned Jenny.

"Matt it's ok, he put it back through." Jess realised. He groaned.

"That's the last thing he should have done!" he exclaimed. They sprinted faster, and could hear his shrieks from a few corridors away. A split second ahead of them were Abby and Connor, who'd been attracted by the screams.

"We've gotta get him out of there!" exclaimed Connor. Matt grabbed his arm.

"No! Too late."

Incursion detected. Lockdown procedure initiated. Evacuate. The voice came over the intercom. "The beetles must have set off the bio-scan. That's a good thing- the labs an isolation room." Connor

"It will suck the air out of the room and kill them." Abby realised.

"No it won't. It's got oxygen coming through your anomaly." Matt reminded him. His face dropped.

"Oh my God…" muttered Dawn, running a hand through her hair.

"Emily. You and Jenny should leave with the rest of the non essential staff." Becker came through coms.

"Who's he calling non essential?" protested Emily indignantly.

"Look. It was an unfortunate choice of words, but he's got a point and it is his call. I'm sorry." Dawn winced as Emily looked at Matt in anger, before spinning on her heel and storming off.

"What do we do now?" Abby asked.

"Once we've evacuated the Arc we'll pump pesticide into the lab. Kill as many as we can before we lock the anomaly, yeah?" He decided, then leant into Abby. "Get him out of here as soon as possible."

"Dawn." Connor waved her over from where she was listening. "Am I going crazy?"

"Matter of opinion." She muttered, but looked into the room, then frowned. "What the hell?"

"Wait Matt. Is it just my imagination or are there less of them?" Jess asked.

"They must be going back through the anomaly." Connor said.

"No, they're not going back up the table." Observed Dawn. Matt and Abby both came forward.

"They could be getting out some other way." Abby said.

"That's impossible. That room's sealed tight." Connor protested.

"Matt!" Abby exclaimed suddenly.

"Those walls are reinforced concrete!" Connor said in shock.

"Oh great. Mutant beetles." Dawn said sarcastically. They all looked up at the creaking above them, stepping back. They all drifted closer to the walls, listening intently with a sinking feeling. Dawn looked confused.

"The walls are solid…"

"They're in the air conditioning ducts." Matt explained.

"That means they're going to be all over the building in minutes." Abby closed her eyes briefly.

"Yeah."

"Matt!" Connor suddenly yelled, darting forward and dragging him out the way as beetles scuttled through the walls. Abby attempted to stamp on one but instead it crawled easily up her body, biting her when she tried to brush it off. She cried out, lobbing it away from her and allowing Matt to shoot it.

"You alright?" asked Connor, panicked.

"Yeah." She nodded, pulling off her headband and wrapping it around the bite.

"You're sure?" he checked, still not completely calm.

"Yeah." She reassured him with a smiled. He nodded.

"What now? We scared 'em off?" Connor asked. They all looked up at the sound of a strange, almost buzzing noise.

"I'm thinking not…" Dawn murmured.

"What's that?" Matt questioned. They slowly moved closer to the door, peeking through to see a huge beetle climbing through on top of the others.

"Oh, rank." Dawn looked repulsed.

"It's the queen." Abby said to no one in particular.

"You mean like with bees?" asked Dawn. Abby nodded.

"Yeah."

"Hey, Matt! Fill me in." Becker jogged up. Matt began to pace.

"Well we can't pick them off separately because they'll be outside the Arc before we get them all but the good news is they won't leave the queen. So now that she's in the ducts we can track their movements in there and hit them all together. Our only chance is to get them together."

"Jess what's directly under us on the floor below?" Becker asked.

"Directly under you is… is me." she answered. They all exchanged worried looks. "You're right over the hub."

"Jess can you get me up a map of the ducts please?" asked Matt calmly. She got to work while he turned to the others. "Becker, Abby, go to the armoury and get me something big enough to trap and hold the queen. Then bring back as much pesticide as you can carry."

"Okay." They both darted off, Abby forgetting about Connor behind her and banging into him.

"Sorry."

"What about me? What- what can I do?" he asked. Matt just glanced at him.

"Jess any sign of those maps?"

"Got them." She confirmed.

"Okay where does the duct above me go?" he asked.

"It runs right around the ops room." She read.

"Then where?" he asked impatiently.

"There's a junction. It splits into two smaller pipes."

"That's perfect. That's too small for the queen." He smiled, turning to face Connor. "Okay Connor make yourself useful. Get down there and take a panel off the ceiling. Expose that junction then wait for me, okay?"

"Okay but I'm gonna lock the anomaly." He gestured towards the door but Matt cut him off.

"No you're not. You've done enough already." He told him cuttingly. Connor visibly flinched. "I've given you a job now maybe this time you'll do what I suggest." He glanced pleadingly at Dawn but she looked away, unwilling to let him off yet for being so blind. He stared resentfully at Matt, who ground his teeth. "Connor if we're not there when that colony hits that dead end they're gonna chew through that duct and we'll have lost our only chance okay? Now go! I'll lock the anomaly."

Connor ran off and Matt turned to Dawn. "You're welcome to go with him."

"No thanks." She said instantly. He paused. "What?"

"I'm going to make sure he can't reopen the anomaly. Do you understand?" he lowered his voice as he spoke, and realisation swept over her.

"Good. He made a mistake, it needs to be fixed."

He smiled, kissing her temple. "Good girl. Let's go." They slipped into the room where the beetles had now stopped pouring through the small anomaly and Matt crossed to the laptop, typing quickly to lock the anomaly and exchanging a smile with Dawn. "You sure?" he checked, raising his EMD. She rolled her eyes.

"Just do it." He fired and the laptop fizzed before dying. They didn't wait around, instead rushing down to join Jess and Connor. Matt helped Connor while Dawn crossed to Jess, who was watching the screens uncomfortably. "I hate insects. Worse than spiders, worse than dinosaurs."

Dawn smiled. "I grew up being dragged from dig to dig every summer- small insects and spiders I can deal with. Ones as big as my hand? Not so much."

Jess shuddered. "Ew ew ew ew." She rubbed her hands up and down her arms.

"Where do you want the box?" Becker called as he and Abby carried it in, followed by Emily. Dawn grinned.

"Right there!" Matt called over his shoulder.

"Thought you got sent out?" Dawn asked Emily. Becker looked disgruntled.

"She disobeyed a direct order." He complained as he handed Connor the pesticide.

"Yeah? Get used to it." Matt took one for himself.

"They'll eat through this fast. It won't hold them for long." Abby worried.

"Long as we get one or two minutes out of it that should be enough."

"Matt? They're coming!" Jess called.

"Okay everybody this side!" Matt ordered. "Nobody fire until I say- we have to spray all of them, no stragglers. And whatever happens, don't kill the queen!"

"Why not?" Becker asked to no answer.

"Ready?" Matt checked.

"Ready." Came Connor's confirmation.

"Go!"

He triggered the explosion and the beetles began to fall into the box. "Now?" Becker asked. Matt didn't answer until the queen had fallen too.

"Now!"

They all began to spray, the white cloud obscuring the insects. But then Jess started to scream hysterically "Jess!" Becker dropped his spray and dashed over to her.

"Don't stop, don't stop!"

"It's not working!" Emily cried.

"I'm out!" Abby told them.

"Now I'm out too!" Connor chimed in, glancing over to see everyone else was the same.

"Okay move, move. Go go." encouraged Matt. "Come on keep moving."

"They got the queen out!" groaned Abby. Becker ran past them with his EMD, ignoring the shouts and calls of his name and shot the queen over and over, killing her.

"That was our only way of controlling them." Matt ground out.

"Now what do what do?" Abby sighed. Connor raised his eyes to the ceiling as they went still, listening to the scrabbling in the pipes.

"JESS!" Emily cried suddenly, attracting their attention as the field coordinator fell to the floor. She caught her and Dawn fell to her knees next to her.

"What's wrong with you?" Connor asked, crouching down. Abby and Becker were shooting the beetles that got a little too close.

"I feel weird." Jess mumbled.

"She's burning up." Emily informed them, placing her hand on her neck. "Abby didn't you get bitten too?"

"One of them bit my wrist but I feel okay. They can't be venomous."

"No you don't understand. I'm allergic to insect bites. I need an epi-pen, there should be some in the medical bay." Jess answered unsteadily.

"Here. I'll take her." Becker volunteered.

"Okay. Emily, Abby cover Becker." Matt ordered as Connor's phone began to ring. "Connor, answer that phone and tell Philip exactly what's going on here."

"I'll fix this." Connor promised. "I'll make this right."

As Connor spoke, Dawn and Matt watched for incoming beetles. "Jess will be ok, won't she?" Dawn asked him quietly.

"Of course. She just needs an epi-pen" he assured her, then noticed Connor had hung up. "Okay what'd he say?"

"Oh, he's a bit distracted at the minute." Connor shrugged.

"What?" Matt and Dawn exclaimed together.

"Well I'm all out of ideas mate so it's your turn. We need something to deal with the whole ARC. Can we electrocute them? Use sonar?" Matt asked rapidly.

"Haven't got the equipment for that." Connor shook his head. "It's um… there is something."

"What?"

"Follow me."

He led them through the corridors, until noises from inside the walls drew their attention. "What was that?" asked Connor.

"They've developed a taste for the wiring." Matt answered.

"Yeah, that's not good news."

"Lester's gonna have a fit." Dawn muttered.

"Understatement. What's the plan?"

"I'm going to open my anomaly." Dawn shot a look at Matt, who made a slight face at her. "Recalibrate it to send out a pulse of Gamma rays. That should wipe out all the beetles at once."

Dawn choked slightly as Matt grabbed his arm to draw him to a stop. "That'll kill everything in the ARC!"

"Never said it was a perfect plan." Connor winced, continued walking with Dawn and Matt scrambling behind him, eyes wide.

"It's all clear." Connor confirmed as they entered. "We've lost power in here."

"Well think of something else." Matt said quickly. He and Dawn glanced at each other uncomfortably.

"Hang on." Connor tapped the lamp and it binged into life. Dawn clenched his fist. "We still have power. Strange…"

"Connor can we just get on with figuring something else out?" Dawn questioned.

"See this… this doesn't… this is not beetle damage." He realised. Dawn's fingers tightened around her EMD as her stomach clenched as Connor continued to fiddle with it. "Might be able to retrieve some data from here." He mused.

"Just forget about it Connor." Matt snapped.

"But it doesn't make any sense!" he protested. "This looks like it's been… been blasted by an EMD. You did this. What? Was locking it not enough Matt? Do you not know how important all this work is?" his voice rose.

"We don't have enough time for this!" Matt told him. "We need to come up with a workable plan."

"I had a plan!"

"A Gamma ray would have killed everybody Connor!" Matt protested. Dawn rubbed her head.

"Guys please." She said tiredly, exhaustion suddenly washing through her.

"There's no adrenaline left in the building!" Abby told them as she rushed in. "Get Philip to lift lockdown or Jess is gonna die."

Connor dialled and put it on speaker. "Connor."

"Philip we need to get Jess to a hospital now." Connor said urgently.

"I'm afraid that's impossible. We can't afford to breach the integrity of the ARC."

"Philip, Jess could die!" Abby protested.

"If these beetles get out thousands could die!"

"Oh so what's the plan then? You gonna just leave us in here?" Abby snapped.

"We predict that these beetles will be through the outer wall within 10 minutes. That's the time limit. There is another way to neutralize this threat given the whole city is at risk." Phillip trailed off.

"Well thanks for telling us earlier." Muttered Dawn sarcastically.

"Tell us what it is Philip." Connor asked.

"An auto destruct program was built into the ARC operating system. If activated the ARC and everything in it will be incinerated." Dawn jerked back slightly while Matt reached out and immediately cancelled the call.

"The radiation from the Gamma ray, would it penetrate lead?" asked Matt.

"Depends on how thick it is." Connor answered quietly.

"Would we be safe in the panic room?"

"Well maybe but why are we even talking about this? We can't do it you fried my hard drive, remember?" Connor snapped. Matt ignored him.

"If you had a back up hard drive could you restart the anomaly?"

"Matt." Abby protested sharply, glancing at Dawn.

"Well I don't have a backup hard drive. April said it was a security risk- where you going? What's going on?" Connor questioned bemusedly as Matt darted out. Dawn wrapped her arms around herself.

"Your hero is prepared to kill you and all of us, that's what's going on!" Abby snapped at him. She reached out and squeezed Dawn's shoulder reassuringly. Matt was back within minutes and he chucked the USB on the table.

"We copied your hard drive." He explained flatly.

"I don't understand." Dawn ducked her head as he looked at them confusedly. "One of you were in my lab?"

"I was. I copied it without you noticing." Dawn raised her head and met his gaze.

"On my orders." Matt added.

"And I was waiting around the corner while she was doing it." Abby told him.

"Abby!" hissed Dawn. Abby reached for her hand.

"I'm not letting you take this alone." She murmured to her.

"Is this what it's come down to? You three just sneaking around and plotting against me?" pain lanced through his voice.

"We had to!" Abby stepped forward slightly. "You wouldn't listen to us."

He gazed at them in silence until Matt spoke up. "We'll deal with this later. Right now you've got work to do."

They waited in silence while he worked, Abby watching the hole in the wall and Dawn watching the corridor. "No sign of beetles." Abby said.

"I still don't get what we're doing." Dawn admitted.

"Once the anomaly's been reopened Connors gonna collapse it. Basically send it's energy into reverse." Matt explained.

"Like when you lock an anomaly?" Abby questioned.

"Way, way more intense than that. The pressure'll be so great it will produce a great blast of energy."

Connor glanced between them unhappily. "Gamma radiation."

"And that'll kill them?" Abby checked.

"Yeah that should do the trick. If it works." He amended.

"Well that's comforting." Dawn muttered.

"It'll be like an explosion ripping though the ARC." Matt continued. "Any living thing that's not in the panic room will be wiped out."

"Abby what about the creatures?" Connor asked.

"Well the cells are lead lined. They'll be okay." She told him. "As okay as us anyway." There was a silence. "Right I better get the others to the panic room. What about you two?"

"Once this is open there'll be time for us to get there. And take Dawn with you, she's not any use here." Matt instructed.

"Is that true? This isn't some noble sacrifice Armageddon thing where you blow yourselves up to save the rest of us?" Abby checked.

"Well I hope not. If I'm honest." Connor gave a weak laugh. Dawn frowned, not entirely believing them but Abby nodded.

"Good. C'mon Dawn." She said, but didn't leave.

"We'll be fine. Go." Connor encouraged. Their eyes met for a few seconds, until Abby nodded and she and Dawn left. They ran down.

"Abby, Dawn!" Emily called. "The beetles got down here!"

"We know! Phillip won't let us out!" Abby jogged towards them. "We have to get to the panic room."

"There's a panic room?"

"Yeah. C'mon." she gestured to Becker, who scooped up Jess and followed them.

"Emily this way." Abby led them, keeping an eye out for beetles. She opened the room, closing the doors behind them.

"We're losing her." Becker said as he lowered Jess to the floor.

"It'll be okay. Connor and Matt will get us out." Abby said confidently. Dawn knelt by Becker and Jess, concern flickering through her.

"Rex." Abby suddenly remembered. "He's still in my lab."

"Abby he's not. He got out." Emily told her, not realising the implications of that.

"What? I gotta find him." She yanked open the door, ignoring the calls and yells.

"Dawn Cutter, don't you dare!" Becker hollered when she scrambled up to follow the blonde.

"Becker…"

"No. Not you as well." He ordered. She pressed the back of her hand to her mouth, tears in her eyes as she realised she was facing losing more people she loved. "They'll be fine. They will be." He assured her, cradling Jess. Before long though he passed her to Emily, who tried to bring her temperature down while Dawn monitored her pulse. "Where the hell are they?!" Becker exclaimed, just before there were two knocks on door and he let the two men in.

"Where's Abby?" asked Connor.

"She went to find Rex." Emily answered.

"No…" he bolted for the doors, also blanking them when they called out to him. Dawn felt her stomach twist even harder as she counted in her head. She'd got to three minutes and her heart had sunk, when they both stumbled in. She sighed in relied but nobody spoke.

Emily bent over Jess while Connor and Abby were wrapped around each other over Rex, and Matt crouched next to Dawn with an arm over her. They all winced and flinched as sparks flew. "Okay…" Matt breathed.

"We're still alive?" Emily questioned.

"Don't sound so surprised." Connor said dryly, standing. Matt grinned.

"Always knew the plan would work."

"You okay?" Connor asked Abby.

"Yeah." Becker slammed the button on the door to open it. "Becker wait! We don't know if it's safe yet."

"She needs adrenaline." He said flatly, before leaving. Dawn checked Jess's pulse again, frowning unhappily.

"See, he did it." Connor said to Matt. "He aborted the program. Cause if he hadn't we'd all be burnt alive by now."

It seemed an eternity before Becker ran in, ripping open the packet and injecting the adrenaline into Jess's leg. "Five, four, three, two one." He counted quietly. They all looked to her.

"Her pulse is getting stronger." Abby smiled, her hand wrapped around the wrist Dawn didn't have. Jess coughed, opening her eyes.

"Hey." Becker said softly. Jess smiled weakly at him. Dawn grinned as Becker glanced up, flushing as he realised they were all watching. "I'm um… I'm gonna… I'm gonna go do some security stuff." He gestured away from him but Dawn reached out and grabbed his wrist.

"No you're not. Stay." She glared at him when he tried to argue and he obediently sat down again. They all knowingly smirked at each other behind his back until it was finally safe to leave. Dawn was exhausted and while Becker took Jess home via the hospital the rest of them began the clean up operation.

"Dawn!" the teenager looked up at the call, smiling weakly at a worried Jenny.

"Hey." She greeted, pushing herself up. She'd barely straightened when she found herself bought into a tight embrace. She stiffened for a moment but relaxed into it, resting her head on Jenny's shoulder.

"I'm so glad you're OK." Jenny whispered to her. Dawn simply buried her face deeper.

"I thought she was going to die." She confessed in a murmur. "I thought I was going to watch her die and there was nothing I could do."

"It wasn't your responsibility." Jenny soothed, drawing back slightly so she could study her face. Dawn shook her head.

"It doesn't matter. I should have been able to do something…"

"Like what?" Jenny questioned. "Dawn, you did all you could. You helped save her. Jess is alive and safe Dawn- she's going to be fine."

"I know. I know…" Dawn nodded tearfully, a part of her horrified at how emotional she was being but another just glad Jenny was there. Jenny didn't say anything else, just wrapped her arms around her until she'd calmed down slightly.

"I need to get back to work- we're stuffed if there's an alert at the moment." Dawn pulled away, giving her a weak smile before she vanished from the room. She hadn't made it down the corridor though, when she got a text from Connor asking to meet in one of the labs. Connor, Matt and Abby were already there when she arrived. "What's this about Connor?" Dawn asked him curiously.

He explained what he'd seen at Prospero, casting an apologetic look at the teen when he bought her mother up. "I should have listened to you all." He said. "It's just I felt like I was carrying on Cutters work, and that he might be proud of me. Somehow."

"Do you think Philip still trusts you?"

"Yeah. And I'm willing to do anything- anything- I can to make this right. But there's something I need to tell you. The machine I made in my lab. It's just a prototype. Philip built another one. It's a hundred times its size, and it's infinitely more powerful and now he's got the key. And he knows how to open his anomaly because I showed him how. It's too late. There's no way we can stop him now."