The following occurs between 2:00am and 3:00am on the day of the Indianapolis 500.

Stan Smith is running away from a building and jumps into a building where he walks over to a corner of the room and picks up a cell phone set out on a bench.

"Is it done?" a voice came over the phone.

"It's done. But someone showed up right before they sniper took them out. He got away okay, but they'll be looking for movement in this area for a while. I might not be able to take care of phase two." Smith said, panting.

"That is acceptable," the voice said. "We were prepared for this when we discovered the boys were being followed. You're payment will be reduced by one third. Play by the rules we set out, and you'll be fine."

"Where do I go now?"

"I will call you back on this number when it is safe to move. We may have another task for you then."

"all right," Stan said as the voice hung up.

---

Jack Bauer was looking over the dead body of Kew, searching it for any clues, only finding a wallet and his keys. Another CTU agent, Agent Richard Gonzer.

"Jack Bauer?" Gonzer asked. "I'm Agent Gonzer, I'm in charge of this delta team. What did you find?"

"Nothing but IDs. Listen, you need to get your men looking for two men... there was a shooter and a man on the ground. The man on the ground cleaned off the bodies, or they were instructed to be clean before we got here. The sniper is probably long gone, but the man downstairs was pretty heavyset and might not have made it that far."

"We're searching all nearby buildings." Gonzer said. "We'll keep an eye out."

Jack cell phone rings.

"Bauer."

SPLIT: Jack and Tom.

"Jack, this is Tom. Have you got anything yet?"

"Not yet. They bodies were clean. I'm going to check inside, but I think they knew we were coming and torched the place."

"Well, get me something, Jack. Right now this is the only lead we have."

"Yeah," Jack said hanging up, then looked out over the parking lot.

--- 02:06:24

Wilhoat walks through CTU when Wiltshire shouts.

"Tom! Come over here."

Tom quickly makes his way over and comes up behind Wiltshire.

"Give me some good news, Lindsay."

"I've got the money trail, Tom. The building is owned by CRS."

"We have and address on the owner?"

"Yeah, it's not far from here."

"Good, you and Bobby go over and wake him up and get some information out of him."

"Jack, I'm not a field agent," Wiltshire protests.

"I know, but all our field agents are on the other side of town, and I don't want to wait... so go get Bobby and do it now."

Bormann walks up behind Wilhoat with a phone.

"Sir, you have a phone call."

Wilhoat nods and takes the call. Wiltshire walks off and Amber walks up to Bormann.

"Do you know who that is?"

"No."

---

"There has been a change in plans, Jay," the voice over the phone said. "I'm afraid you will need to complete phase two."

"I thought Stan was..."

"Mr. Smith is out of shape and couldn't run fast enough. He has become compromised and so we will need you to handle this. We would appreciate it very much if you would handle this matter personally."

"I will. And Smith?"

"He will repay us, soon enough, Mr. Peters."

"all right." Peters said, and hangs up his phone. He looks around the trailer, picks up his gun and walks off.

--- 02:08:37

Tom hangs up his phone and walks back up to Amber and Bormann.

"Amber, I'm going to need you to forward everything we have on the bomb that went off at Bulling's house to Ned Randolph at NSA."

Amber clicked a few keys than looked at Tom.

"He's not on my clearance list, Tom. I'm going to need to confirm this with Division."

"Are you going to lecture me on protocol, Tunic? Less than an hour after you helped a non agent conduct a covert operation without informing the Special Agent in Charge?"

"I... no."

"Just do it. Now!"

"all right. Sheesh." Amber said, eyeing Tom as he walked off and back up to his office. Jim Bormann follows him.

---

"What are you doing Tom?"

"I'm trying to stop a terrorist attack, Jim. What are you doing?"

"I'm trying to make sure that you're fit to be doing what you're doing."

"Jim, I suggest you read my file right now. It'll take you a while, but you will discover that I have a pretty good knowledge of explosives so maybe you can believe me when I tell you that there is no way that the explosion in Bulling's house was done with RDX. What I'm trying to do is figure out what it is without the people who are trying to prevent me from figuring it out from finding out. So I'd appreciate it if you stopped trying to weasel you're way into a higher position and find these God damn terrorists!"

Bormann looks down, dejected, and walks out of Tom's office. Tom slouched down in his chair and lets out a dejected sigh.

--- 02:11:01

--- 02:15:25

SPLIT SCREEN: Wilhoat pacing in his office, Wiltshire and Bobby in a SUV, Amber looking around suspicious, Jack Bauer walking through the building.

"Completely stripped," Gonzer said. "There's nothing here."

"Sir!" a CTU field agent shouted. "I think I found something."

"What have you got there?" Bauer said.

"It's a half sheet of paper. It's kind of hard to read, it's pretty badly burnt, but some of the text is still there. It looks like a list of names and addresses."

"Good work," Gonzer said.

Jack took a look at the sheet, then frowned. He handed it to Gonzer.

"Upload this to CTU," Bauer said pulling out a cellphone.

Tom Wilhoat's phone rings. He puts it on speaker.

"This is Wilhoat, go ahead."

"Tom, this is Jack."

"Did you find something Jack?"

"I think so. A piece of paper with names and addresses on it. They should be uploading it to your servers now."

"all right, I'll have Amber look at it."

"OK. I'll be on my way back up there." Jack said.

"No. I want you you to stay out there."

"What, why?"

"Jack, we don't even know if this lead is going to go anywhere. If it doesn't I want you to be out there incase something else comes up."

Jack nodded and begrudgingly agrees. "all right."

Wilhoat hands up his phone, as does Jack, who looks around the empty warehouse.

--- 02:17:42

Amber's phone rings. She answers it.

"Yeah?"

"It's Tom. Amber, Jack is sending in something now, I want you to take a look at it."

"all right. What is it?"

"It's a piece of paper, partially burnt. It contains names and addresses. I want that data as soon as you can get it to me."

"OK, sure Tom."

"Thanks."

Jim Bormann walks by and Amber looked at him while she was typing.

"Did you do it?"

"Yeah," Bormann said. "It's done."

"Tom's going to be pissed."

"Yeah, I know. But I made my decision."

---02:19:17

Wilhoat's phone rings in his office.

"Wilhoat."

"Tom, this is Randolph."

"Ned! How are you doing?"

"Better than you I suppose."

"You got that right."

"Well, I'm afraid I don't have any good news for you. What I'm about to put in your inbox is top secret. Don't tell anyone about this, and don't let it get traced back to me, or it's my ass. I just thought you should know what you're dealing with."

"Thanks Ned."

"Good luck."

Tom hung up his phone as his computer beeped. He double clicks and then looks at the screen. He is reading an NSA document. He scrolls down and sees the last line of text.

"My God."

--- 02:22:32

Bobby and Wiltshire pull up to another large house.

"You go in," Bobby says.

"What? You're coming with me." Wiltshire said.

"Why?"

"Because the last time you stayed in a car the house blew up. Plus, you're the field agent." Wiltshire said, as Bobby reluctantly agreed and stepped out of the car. They knock on the door and ring the doorbell. There is no answer. Bobby kicks open the door as they look around. Bobby goes upstairs while Wiltshire looks downstairs. She looks around from room to room then walks down a hallway. As she walks into the living room she hears a thump from another room. She enters to find a cat. She breathes a sigh of relief from seeing the cat, then is knocked out from behind.

---02:25:55

---02:30:23

SPLITSCREEN: Deimer is being operated on by Dr. Petty, Wiltshire is unconscience, Wilhoat walking down a flight of stairs, Amber looks at Bormann with a worried look.

"What have we got?" Wilhoat shouted in a matter of fact way.

"This thing Jack sent us is pretty bad," Amber said. "You can tell what it is from the pattern, but it's impossible to read. We're working through filters right now."

"Keep me informed," Wilhoat says as a phone rings. Bormann picks up.

"CTU Indianapolis," Bormann says. "Tom, it's the White House for you."

"I'll take it in Conference room A."

Wilhoat walks into the room and closes all the blinds to the room before putting it on speakerphone.

"I'm here," Wilhoat said.

"Please hold for the President." the operator said.

"Tom, I assume this is a status update. I've asked Secretary Heller to be on the line."

"I'm afraid it's a bit more serious than that, Mr. President." Tom said.

"Well then, what is it?" Keeler said.

"The terrorist threat we are dealing with is not RDX." Wilhoat said bluntly.

"What?" Keeler asked, pretending to be shocked. "Then what are we dealing with?"

"I was hoping you could enlighten me, Mr. President."

"Mr. Wilhoat, I don't know what..." Heller said, cut off."

"With all due respect, Mr. Secretary, save it for the UN." Wilhoat said.

"Who in the hell you think you are talking to?" Heller screamed, upset.

"I've worked with RDX my entire life, and I know that it is incapable of producing the kind of explosion we saw today! Has anyone explained this to you, Mr. President?" Wilhoat asked, yelling without pause. "Do you know what this stuff is? It's an explosive that is chemically designed to spread out chemicals that ignite to start massive fires! If it had not been quickly contained at the residence, it could have burnt down a whole neighborhood.

"It's a modern firebomb," Wilhoat continued. "Like the one that took out Dresden, but far more dangerous, because this doesn't need to be dropped from the sky or need massive amounts. One brick could take down a wide range. And people in your administration deliberately kept the fact that we were working with this from me, which has hindered my investigation!"

"It was deemed classified, and you don't have the clearance levels to access that sort of information, Mr. Wilhoat!" Heller retorted.

"I am in the middle of dealing with a terrorist threat on a day that will see 400,000 people within five square miles of each other and you want to talk about classification levels?" Wilhoat yelled. "Two of my people are dead, and two more are injured including my second in command! If we had known about the nature of the attack we would have been more prepared to deal with the repercussions!"

"What do you want, Mr. Wilhoat?" Heller asked, calming down.

"I want all the information on this explosive. Where it was stored, who could access it, who even knew it existed."

"That a lot to..." Heller started.

"James!" Keeler yelled. "Give it to him."

"It is called RDX," Heller said. "It was developed by the Department of Defense 10 years ago for covert operations involving the distraction of terrorist camps. Fire was viewed as the best way because of logistics and location."

"Good. I want clearance for myself and Jack Bauer to look at all DoD files involving RDX+." Wilhoat said.

"Jack? Why?"

"I want another set of eyes on it, incase I should miss something." Wilhoat said. "I also want someone outside of CTU to take a look at it. I figure Jack's the best candidate."

"All right, fine." Heller said reluctantly.

Outside of the meeting Bormann and Amber watch, though try and appear to look busy.

"He used the conference room because it's soundproof," Bormann said.

"You think there's something going on there?" Amber asked.

"No, I know there is." Bormann said looking up.

---

Wiltshire wakes up to see Bobby across from her, tied up and gagged. Joe Jefferies walks in with a shotgun.

"You chose the wrong house," Joe said. "I don't like getting robbed."

"We weren't trying to rob you!" Wiltshire said. "We rang the damn doorbell, we were trying to talk to you!"

"Save it!" Joe shouted. "I've read about these crimes. Try and hit unsuspecting houses and steal peoples stuff. Happens all the time in middle class neighborhoods!"

--- 02:37:47

Jay Peters is driving in a car. His cellphone rings.

"Yeah?" Jay answers.

"Are you taking care of it?" the voice says.

"I'm heading there now."

"They can't be too far off the trail."

"The papers were lit from the front, so I'm starting at the bottom of the list, just incase."

"You know what to do if you're caught."

"Of course." Peters says, and hangs up the phone.

---

Dr. Petty continues to work on Deimer.

"I don't like what I'm seeing here," Dr. Petty said.

Alarms start going off.

"Doctor, BP is dropping!" a nurse shouts.

"Try and stabilize!"

"I am, something must have ruptured!"

"Get some help in here!"

--- 02:39:40

Jack Bauer's cell phone rings.

"Bauer."

"Jack, it's Heller."

"Hello sir."

"Listen, Jack, I just gave Tom Wilhoat some intel that he probably shouldn't have access to. I want you to keep an eye on him."

"I wish I could sir, but right now I'm stuck at the last known site of the terrorists. The assault teams aren't done here yet, and Tom wants every inch checked."

"Why would Tom want you to stay there?" Heller asked.

"I'm not sure, but it's his call."

"Well, I'll try and pull some strings and get you out of there."

"It's fine sir, I'd probably do the same thing."

"Nevertheless, Jack, There have been some questions about Wilhoat. I'd feel more comfortable with you there."

"It shouldn't be too much longer."

"I hope not."

Bauer hangs up the phone then looks at one of the men.

---02:41:18

Wilhoat walks up to Amber.

"Where are we?" he asks

"We're still a couple minutes out. This next filter cycle might take care of it."

"How long?"

"Five minutes, maybe ten. It's a lot of processing power at this point."

"Fine." Wilhoat said. "Speed it up anyway you can. Right now, the gates for the 500 open up to the public in four hours and we don't even know what we're looking for right now!"

---

Jay Peters walks into a house and pulls out a silenced gun. He walks into a bedroom and shoots a sleeping man in the head. His wife wakes up and he shoots her too. He then opens up the dresser and begins looking for something.

...02:43:47...

---

02:48:42

Splitscreen: Smith tearing the apartment apart, looking for something, Wilhoat ponders something as he watches over operations, Amber is completing another scan on the paper, Bauer looks around the warehouse, Wiltshire struggles tied up and gagged.

"I have something, i think. It's not much, just a last name... DeMarco." Amber shouted

"Run it through a list of contacts!" Wilhoat said to Bormann

"That might be too vague." Bormann said.

"Put whoever you need on it." Wilhoat said. "We need that first name, Amber."

"I'm doing the best I can, Tom."

"Well, just hurry."

Tom walks off as Amber looks on in disbelief.

--- 02:50:25

Wiltshire, using her tongue, manages to move the gag off her mouth. She scoots over to Bobby and whispers.

"In my pocket, there's a pocket knife, can you get it?" Wilhoat whispered

Bobby nodded and reached over, trying to grab the knife. He is able to get it out and open it. He is able to cut Wiltshire's hands free, who then uses the knife to free both of them.

Joe is walking through a hall, looking out the front door, waiting for the police. Bobby comes up behind him and drags him backwards, while Lindsay grabs his gun. They throw him on the couch and Wiltshire points the shotgun at his face.

"We need some info, Joe!" She then threw her badge on his chest.

"Read it."

"CTU?" he asked. "Who are you?"

"I'm a federal agent, and we traced a warehouse you own to terrorists. We need to know who you leased it to!"

"I own hundreds of properties!"

"Where's your database?"

"On my personal computer!"

She hands the shotgun to Bobby and walks over to the computer. She starts it up and gets a login screen.

"What's the password?" she shouts.

"Edwards99." he answers, his voice trembling.

"I'm in." Lindsay said.

--02:53:32

All sorts of doctors are coming in to work on Deimer.

"We've got her patched up for now." Dr. Petty said. "We're going to need some of her blood in here, she lost a lot. I want her stabilized before I go back in."

"Of course," a nurse said.

"I better tell Wilhoat what happened." Petty said, walking out.

---

"I've got a first name!" Amber shouted. "Ivan. Ivan DeMarco."

"Bormann! Run Ivan DeMarco through all our lists, starting with those related to the 500!"

"What if they're using the 500 to distract us from the real target!"

"Then we aren't operating on as tense a deadline! Now do what I ordered you to do!"

"Right." Bormann said walking off as Amber looks up at Tom.

"Good work, Amber."

As Tom is walking away, the phone rings. "Tunic." she said. "Tom, it's for you."

"Wilhoat here."

"Tom, it's Dr. Petty."

"How is she, Mark?"

"When we were operating, the medicine we used to put her under caused her blood to thin and caused her to start bleeding internally. We were able to stop the bleeding quickly, but I'm afraid that I won't be able to operate until we know she's stable."

"All right, Doctor... Is she going to be okay?"

"We're doing our best Tom."

"I understand."

He sets down the phone, and looks nearly ready to cry as Amber looks up at him. He closes his eyes as a tear rolls down his check. He takes a deep breath.

---02:56:05

Wiltshire is looking through a database when she stops.

"I found something. It looks like it's a charity... called Alex's Quest."

"Oh, yeah!" Joe says with disdain. "Them!"

"What?"

"Well, this group says they want to use the warehouse to store toys for kids, but I've been by and it's always empty. I went by a few days ago and all the locks were changed. Then I gets a call from the IRS asking about the write off I made."

"What did they say?"

"They ain't ever heard of Alex's Quest."

Wiltshire looks at Bobby.

"We're going to need to take you into CTU Indianapolis for further questioning."

"What? Why?" Joe protests.

"For your own protection," Bobby said bluntly.

-- 02:57:24

Jay Peters continues to rummage through the apartment until he finds a photo id sitting on a counter. He holds it up and we can clearly see a face on it that looks very similar to Jay's, but has darker hair and glasses, as well as a few minor differences. We can't see the name on the ID as Peters walks out.

SPLITSCREEN: Peters walking out to his car, a nurse looking over Deimer, Wiltshire and Bobby looking at Joe in a car, Wilhoat looking over CTU, Bormann on a computer.

Bormann's computer beeps and he looks at it.

"I've got a match... a crew member for one of the race teams!"

"Let me take a look," Wilhoat says. He slowly makes his way over to Bormann, who gets up and prints out a file.

"I'm getting and address."

Wilhoat sits in front of a computer and we see an ID come up with a photo: the same on the ID badge that Peters took.

03:00:00