Two young bullies are found dead and in just a few hours they rot to an advanced state of decomposition. The Fringe team investigates and uncovers an amorphous figure claiming more victims. Walter becomes increasingly distracted with his mental state.

In an effort to find a way home, Peter journeys to the Other Side to confront Walternate. However, his venture proves more dangerous than expected. Meanwhile, Olivia receives a dire premonition from an Observer.

The dying Observer comes to see Walter and Peter, who must take extreme measures to learn what secrets he hides and determine if he knows where Olivia is. Meanwhile, David Robert Jones tries to force Olivia to use her cortexiphan abilities by torturing Nina.

The Fringe team revisits the Harvard lab, now under Observer control, to try to find the information they need as the team fights on in their mission to save the world.

Walter retrieves another video tape from the amber and it leads the team into a pocket universe.

The Fringe team is running out of time to save the world. As Peter, Olivia, Astrid and Walter scramble to tap into a key piece of the puzzle to defeat the Observers, they enlist the aid of Nina Sharp who conjures up a plan.