Walter, Peter and Bellivia consume LSD-laced sugar cubes as a conduit to Olivia's mind and enter the dream state, which is realised as a bustling city. Walter and Peter reunite, but are unable to find Bell. As they search for Olivia, Walter spots a flashing light coming from a nearby skyscraper, which is giving out an SOS in morse code. Using the reflective lid of a discarded chocolate pudding container to communicate, he identifies the sender as Olivia. Back in the real world, Broyles begins to trip when he accidentally touches traces of the LSD and vividly recalls the traumatic experience of seeing his doppelganger's corpse.
Meanwhile, Peter and Walter are pursued by the citizens of the dream state, who are led by a representation of Olivia's abusive step-father. They commandeer a cab and flee to Massive Dynamic, where they are greeted by Nina. She agrees to take them to William Bell's office, where Olivia is apparently hiding. However, this Nina is simply another illusion and attempts to push Walter down an empty elevator shaft, but falls down herself in the resulting scuffle.
On board the craft, Walter admits to Bell that he needs his help to solve the ongoing mystery of Peter's connection to the First People's machine, but Bell insists that his friend is now wise enough to make the right decisions and solve the problem alone. Meanwhile, a mysterious figure cuts the zeppelin's fuel supply. Peter heads to the engine room to investigate and is confronted by a man wearing a T-shirt which bears an 'X' symbol. As Walter arrives at the scene, the 'X' man, clutching a parachute, uses a flare gun to blow a hole in the zeppelin. While Peter holds on, Walter is sucked out and plummets to the ground, waking up back in the real world.
In the dream state, Bell falls to the ground and the sinister army advances, but the young Olivia declares that she is not afraid. The Army freezes and Olivia becomes an adult once again. Bell congratulates Olivia for fighting back against her fears, but tells her he cannot return with her to the real world. As Bell departs, he gives Olivia a message for Walter - "I knew the dog wouldn't hunt".
Olivia wakes up back in the real world, restored to her own body. However, the experiment to put Bell's mind into the computer has failed, and he is finally gone. Olivia passes on the message - "I knew the dog wouldn't hunt" - and a devastated Walter reveals that this is an expression which Bell used when he knew an experiment wouldn't work. Walter realises that Bell entered Olivia's mind knowing that he would not be coming out. Sometime later, Peter visits Olivia at her apartment, and she tells him that she is no longer afraid of the future. He spots a sketch of the 'X' man that she has drawn. When Peter asks who the man is, Olivia calmly replies, "I think he's the man who's going to kill me".
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