Outside the police station, Inspector Dai Thomas responds to the press by revealing that he has called in a specialist to deal with Gyles's mental disorder. Said specialist is none other than Phoenix III, who, inside the station, politely deflects a cop's flirtations. Thomas enters and starts yelling. He wants Rachel to look into Gyles's mind. She telekinetically expresses her displeasure at the prospect of violating the kidnaper's civil rights, but Thomas lands a few cheap shots about helping the "little people" and orphans like herself that force Rachel to reconsider.

Rachel moves to Gyles, who claims that he can't recall anything about Amy. Rachel performs a mindlink, after telling Dai to shut up and stop interrupting. She sees Gyles prepare to got out, kidnap Amy and drive somewhere. Things get fuzzy, and Rachel senses a third party involved, who doesn't want Amy found. Rachel feels that Amy is somewhere dark and deep, and pushes ahead.

Rachel's astral form appears near an old building on the moors, with Amy curled up on the ground nearby. Ray goes to reassure Amy, who turns to her with a goblin's face and reveals a psychic bomb strapped to her waist. Rachel wants to know who this intruder is, but the demon says only that they'll never find Amy in time, then detonates the bomb.

The Phoenix firebird erupts through the police station, blowing out windows for blocks. Rachel is in rough shape, and Dai recovers first. Gyles is prety messed up too. Dai helps Ray up, and she recalls the house on the moors that she saw. He has her telepathcially contact thre rest of Excalibur to help search out the six similar houses he knows of.

Deep in the well, a shadowy figure asks Amy if she's scared. When she replies in the affirmative, the figure is satisfied, and laughs maniacally.

When Thomas and Rachel finally find the right place, Excaibur is still a half-hour away, but Dai won't wait any longer. Rachel telekinetically re-creates her costume (as it has no zippers), and Dai goes to the trunk and starts piling on the weapons, as if he's going to war. Rachel flies ahead over Dai's protests and into a strange light emanating from the abandoned mill. She is caught in the light and suddenly, she sees Ahab!

Phoenix is forced to relive the memory of finding Father Kurt Wagner (who had somehow escaped the massacre at the Mansion and escaped to United Germany). She tracks him mercilessly as her present self resists, but he is unafraid, his distraction buying time for Pietro to get the children away. Rachel fells Kurt with falling rocks, but he 'ports away and jumps down on her head. Unfortunately, before he can port away Rachel grabs him with her TK, her present self screaming for this to stop. Then Ahab appears an impales Nightcrawler on his harpoon.

Rachel awakes to find the architect of this tragedy standing over her - D'Spayre! The demon reveals that he engineered Amy's abduction, so that he could feed off of the despair of an entire city, not just isolated individuals, and thereby gain enough power to tke over this dimension. He begins to choke Phoenix, but she's not going down easy, and flings him into a shed. Dai uses the distraction of the fight to locate Amy and dives into the well to rescue her. A significant amount of posturing and property damage ensues between D'Spayre and Phoenix, but things turn sour as D'Spayre catches Rachel by the throat and topples the well's roof onto Dai's head.

Inside the well, Amy grabs on to a piece of wood and struggles to get the nearly-unconscious Dai to hold on, telling him they can still make it. Outside, Rachel is on her last legs when D'Spayre cries out in pain. He tries to deny it, but Rachel felt it too - Amy's hope. Bolstered by Amy's spirits and realizing that she too can prevail, Rachel channels all her hope into the demon, causing him to shrink to the point where she crushes him in her palm.

The battle over, Phoenix telekinetically lifts Amy and Dai out of the well, and clears Dai's lungs of water. The three of them walk happily back to the car, with Dai and Rachel now teasing and flirting with each other.