Mary's life is in danger when a dead pool predicts her death for the same day as an important Lookinglass product launch. Meanwhile, when Pritchard is needed the most, he fails to show up and winds up in the hospital after a near fatal brawl. After Pritchard's hospitalization, Otto begins to find glitches in Pritchard's code that might not only drastically change Pritchard, but Mary, as well.

Pritchard and Duval must stop a killer who mutilates and disfigures his victims. Meanwhile, as Pritchard and Mary grow increasingly close to one another, Otto feels resentment and wants to find a new donor.

Duval's sister (and Pritchard's daughter), Helen (guest star Amanda Detmer), is dating Wally (guest star Breckin Meyer), a parole officer with whom she was linked while they were both in high school. Pritchard's disdain for Wally hasn't changed since then, but Pritchard can't let his previous history with Wally be discovered by Helen. Much to the chagrin of Pritchard and Duval, they discover Wally is being coerced by a prisoner to carry out an elaborate prison break, and must team up with Wally to stop the prisoner from carrying out his grand plans. Meanwhile, Alexa speaks out to Mary about her distrust of Pritchard, and Otto mourns the anniversary of his parents' death.