As Michael starts to hatch an escape scheme, Whistler warns him that if he doesn't give up the book he'll tell the Company that Linc has it. Michael is unfazed. He asks to borrow McGrady's cross necklace, but McGrady demands to know why. Linc, still freaked by the bloody box, visits Michael. Michael asks Linc to make friends with the prison gravedigger. We see in flashback what was in the box: Sara's severed head. Michael cuts the power in the prison. He then visits a trembling Mahone (going through withdrawal) to enlist him in his escape plan. He asks for a black felt-tip pen. Bellick's watching. Mahone begins to hallucinate that Haywire is there, warning him against trusting Michael.

A man tries to escape; Lechero catches him, and cuts his Achilles tendons in front of the other prisoners. Sofia visits Whistler, and insists on helping. Whistler asks her to dig into the Scofield brothers' pasts. Linc meets with Susan, who demands that he give her the real book. When Sucre refuses to help, Linc enlists Sofia as a translator so he can make friends with the prison gravedigger. The gravedigger recognizes Sofia from the prison gates. They're going to have to try honesty.

Lechero, knowing Michael is an engineer, goes to him to see if he can help get the electricity back on. If Lechero's cell phone dies he can't get any food into Sona, and they'll all die. Michael says the electricity can only be repaired from No Man's Land: the area between the inner and outer gates of the prison, where any escaping prisoner is shot dead by tower guards. If he's going to trust that Lechero can protect him from the guards, he'll do it; but only in exchange for a specific corner cell (the first to get sunlight in the morning, he says). Bellick offers to help dig, letting Michael know he overheard his conversations with Mahone. On the dig Michael won't include Bellick in his plans. Bellick goes to Lechero, and tells him Michael's planning an escape. He saw Michael bury something in a junction box in No Man's Land.

Lechero goes to Michael, and demands to see what he buried. It's duct tape to fix the frayed wires, says Michael. It's time to turn the power back on; Lechero insists on coming along with Michael. They arrive in the main power-room. There is a fuse box where Michael has jammed McGrady's cross: this is what's really been keeping the electricity off. The main power switch won't work while the cross is there, and Michael can't get the cross without Lechero seeing. Lechero picks a fight with Sammy, during which he is able to surreptitiously remove the cross. The power comes back on. Lechero, though suspicious, is satisfied for now. T-Bag kills Nieves, Lechero's man for smuggling drugs and money into the prison, and makes it look like an overdose. Lechero already suspected Nieves of thievery; this just confirms it. T-Bag takes Nieves' place in Lechero's organization.

Linc arranges to meet Susan, and get $15,000 from her. Sofia insists on coming along; Linc refuses to let her. He tells Sucre to get lost already if he's just gonna run off. Mahone brings Michael a felt-tip pen. Whistler doesn't understand why Michael repaired the electricity; now the electric fence, which hadn't been working in the first place, is back online. Michael says they'll escape by making the fence as deadly as possible.

Susan and Linc meet with the gravedigger; the money is to bribe him. He asks for more money; Susan shoots him dead. The hallucination-Haywire begins to urge Mahone to kill Michael. T-Bag brings Mahone some drugs, and he takes them to steady his shakes. He visits Michael in his new cell, which overlooks the electric fence. Mahone brings him the black felt-tip pen, which he'd left behind in his old cell. Now why would Michael do that? Full of new confidence and self-control, Mahone says he'll kill Michael if he's not included in the escape attempt.

Linc, still hiding Sara's death, tells Michael that the gravedigger's been killed... but Sucre is now the gravedigger. He couldn't abandon his friends after all. Susan sends the bird book back to Whistler, who then visits Michael to find out the details of the escape plan. They watch Sucre bury Nieves. Every body is sprayed with Kesslivol, a chemical that kills the odor of decomposition. When heated to a certain degree - as it could be by, say, Sucre surreptitiously spraying it on the electric fence - it can corrode steel.