Original Airdate: April 29, 1996 Written by J. Michael Straczynski Directed by Mike Vejar Episode #: 58 Production #: 314
Guest stars: Walter Koenig as Bester. Joan McMurtrey as Carolyn.
Bester comes to the station with news about the Shadows.
Having been destroyed by President Clark's troops, The Intersteller Network News (ISN) returns to the airwaves. Through an ISN reporter, they falsely explain the reason for their absence was the result of an attack on their facilities by the saboteurs intent on paralyzing all Earth communications systems.
While piloting a new Starfury, Sheridan answers an earth distress call, which turns out to be Psi Cop Bester. Bester tells Sheridan that they must talk, believing that they can help each other out. A reluctant and skeptical Sheridan escorts him to Babylon 5.
Meanwhile, G'Kar approaches Ivanova requesting to become a part of the new alliance as promised by Sheridan. Before agreeing to this, Delenn confesses to G'Kar of knowing that the Shadows had become allies with the Centauri, and worked together to overtake the Narn. The Grey Council, realizing nobody would believe them, chose to remain silent with their knowledge.
Bester reveals to Sheridan and Ivanova that President Clark is relying on the Shadows to make important decisions, and they have managed to infiltrate the Psi Corps. Bester explains details of a convoy of ships containing supplies for the Shadows. If they were able to seize the ship, they could deprive the Shadows of precious weapons capabilities. Utilizing the White Star, they manage to capture the transport ship, but not before encountering a Shadow ship. Unloading the cargo, they uncover hundreds of cryogenic tubes with Psi Corps in a suspended state. Bester recognizes one in particular and describes her as Carolyn (JOAN McMURTREY), a telepath who has refused to join the corps. She is unloaded from the ship and brought to Medlab for observation. Mysteriously, Franklin (RICHARD BIGGS) later discovers that the medical instruments in Carolyn's room have torn themselves out of the walls and ceiling and wrapped themselves around her body like a cocoon.
Bester insists on talking to her. When she sees him, she calls for him to help her, but then shoots a bolt of concentrated electricity from her hand towards Bester that he barely escapes. Suddenly, Bester has a "mind-flash" and discovers that the Shadows have operated on Carolyn, and programmed her to attack anything related to the Psi Corps.
Bester confesses to Sheridan that Carolyn is his true love who is pregnant with their child. As a result of Carolyn's state, Bester declares his allegiance in helping Sheridan fight the Shadows.
Using the Book of G'Quan, Garibaldi discovers that Carolyn and the other Psi Corps members who were captured were programmed by the Shadows to protect them against telepaths. Realizing the Shadows are scared of telepaths, Sheridan recognizes that he now has a weapon to use against them. This discovery comes just in time, as Ivanova receives a report that the Shadows have opened up an attack on Brakiri space.
