Torchwood is discovered by an alien calling himself Adam Smith (Bryan Dick), who has the power to manipulate people’s memories. He implants false memories into the team, making them believe they have known him for three years. Gwen (Eve Myles) loses all memory of Rhys (Kai Owen), Jack is haunted by memories of his lost brother Gray (Ethan Brooke), Tosh (Naoko Mori) believes she is in love with Adam, and Owen (Burn Gorman) believes he is in love with Tosh. Their personalities change as well.

Reading his obsessively detailed logs, Ianto (Gareth David-Lloyd) finds no mention of Adam, so Adam makes him believe he is a serial killer. Jack doesn’t believe it. Jack and Ianto search the Torchwood files and find proof that Adam implanted memories. Jack has the team take amnesia pills. Adam is in a cell, disappearing as the memories are erased. Adam offers Jack the last memory of his happy childhood and threatens that if Adam disappears, Jack will never remember his father. The memories are in a wooden box. Jack considers for a moment, takes the pill, and Adam screams in pain and fades away like a memory. The next day, Jack finds a strange wooden box containing nothing but sand.

We see the Boeshane Peninsula where Jack is from. There is a reference to the creatures who attacked Jack’s family. Jack’s younger brother Gray was mentioned by John Hart (James Marsters) in an earlier episode. Adam lives in the void between dimensions. At the beginning of the episode, Adam appears in an altered opening sequence as if he is a member of the team. The crew punked Barrowman and David-Lloyd by not calling cut when they stopped filming, so their kiss continued for two minutes until they realized what has happening.