

Season 2, Episode 13
Written by Maurissa Tancharoen and Jed Whedon
Directed by David Solomon
Original Airdate: 29 January 2010
“I think you’ve got a hundred people living inside your head, and you’re the loneliest person I know.”
Paul
REGULAR CAST
- Eliza Dushku as Echo
- Harry Lennix as Boyd Langton
- Fran Kranz as Topher Brink
- Tahmon Penikett as Paul Ballard
- Enver Gjokaj as Victor
- Dichen Lachman as Sierra
- Olivia Williams as Adele DeWitt
GUEST CAST
- Felicia Day as Mag
- Summer Glau as Bennett Halverson
- Adair Tishler as Caroline Farrell
- Alan Tudyk as Alpha
- Zack Ward as Zone
- Nate Dushku as Clive Ambrose
- Noah Harpster as Matthew Harding
- Christian Monzon as Romeo
CO-STARRING
- Maurissa Tancharoen as Kilo
- Brandon Dieter as T
- Jim Lindsey as Active
SYNOPSIS
A year after the events of Epitaph One, the world remains in chaos. Caroline—her consciousness still inside Iris – travels with Zone and Mag toward Safe Haven, fighting off Butchers along the way. Their journey leads them to Neuropolis, the former Rossum headquarters, now a twisted city of minds. Safe Haven, ironically, exists beside it, as those who survive must steal from the city to endure.
Captured by mercenaries, Caroline and her group are taken to Rossum’s remnants, where Matthew Harding and Clive Ambrose continue their existence through body-swapping technology. Harding has indulged in excess, repulsing Ambrose, who presents him with new bodies to inhabit – including an unwitting Paul Ballard. But Harding flees upon seeing him. Ballard, faking his wipe, swiftly takes out their captors.
Echo arrives with a team of survivors, rescuing the Actuals. She recognizes Caroline in Iris immediately. The mission ahead is greater – rescuing Topher Brink. Rossum has forced him to refine their technology for a final global mind-wipe, murdering innocents daily to break his will. Topher teeters on the brink of madness but has secretly devised a way to restore the world.
Echo assassinates Harding, despite his taunts that backup copies remain, and leads the group to Safe Haven. There, Adelle DeWitt and Priya Tsetsang live together with Priya’s son, T. A plan unfolds – Topher’s tech can restore minds but will erase memories in the process. To access the necessary equipment, they must return to the Los Angeles Dollhouse.
Caroline quietly tells Ballard that Echo still loves him, though she refuses to say so herself.
Anthony Ceccoli arrives, leading a band of hardened tech-head warriors to escort the survivors through war-torn Los Angeles. Priya reveals her relationship with Tony fell apart due to his reliance on technology. T is his son, but she has kept him unaware to protect him from the influence of tech. Their broken connection lingers painfully.
During their journey, tensions between Priya and Tony rise, their differing priorities fuelling their conflict. Adelle attempts to stabilize Topher, but his mind remains frayed beyond reach. Paul acknowledges Echo’s unique ability – she alone retains every imprint she has ever received, carrying over a hundred distinct minds inside her.
Upon arrival, Butchers attack. A vicious fight ensues, and when Mag is wounded, Ballard rushes to help. He is shot in the head, dying instantly. Echo, refusing to process the loss, leads the others inside.
There, they find Alpha. In the years of chaos, he has become an ally, transforming the Dollhouse into a refuge for Actives. He mourns Paul’s death, though Echo remains emotionally shut down. Meanwhile, Topher begins working on the reversal technology.
Upstairs, the tech-heads rebel, refusing to return to a world before the wipe. They stage an uprising, wanting to claim the Dollhouse’s technology for themselves. Alpha, calling on his imprints, aids Echo in swiftly neutralizing them. Tony renounces his dependence on tech, but Priya, horrified by the cycle repeating itself, lashes out. Echo pushes her to see the truth – that Tony never stopped loving her. Finally, Priya allows herself to grieve, and Echo, too, breaks down, mourning the loss of Paul.
Adelle leads Topher to his room, preserved by Alpha in its original state. In quiet contemplation, Topher watches a recording of Bennett Halverson, her words pushing him beyond his guilt—our actions define us, not just our memories. He touches the screen tenderly and thanks her.
Topher reveals the final step – a manually activated device that will send a signal across the ionosphere, restoring minds globally. He will sacrifice himself to ensure no harm is done. Adelle will oversee the aftermath.
Echo and Adelle say farewell. Adelle notes the irony – that the Dollhouse will grant Echo’s last wish. Echo only replies that she has no fantasies left.
Alpha leaves, fearing he may revert to his violent original self. Mag and Zone say goodbye, and Zone promises to care for Caroline when she reverts to childhood. Priya introduces T to Tony, revealing that she named him after his father.
As Adelle shepherds the mind-wiped Actives outside, the remaining survivors take shelter inside. Topher, in Adelle’s office, stands before a wall labelled “To Remember” before detonating the device. The blast sends the cure across the world, restoring minds.
Echo later finds Alpha’s final gift – a full imprint of Paul Ballard. She alone can retain imprints without losing herself. This means she can speak to Paul whenever she wishes, carrying him inside her forever.
As the world begins to heal, Echo returns to her pod for the first time in years. She lies down, smiling, as she closes her eyes – dreaming of Paul and a future set free.
TRIVIA
Writer Jed Whedon cameos in this episode. His wife Maurissa Tancharoen once again appears as Kilo, now a member of the Tech Head Warriors.
Clive Ambrose’s new body is played by Nate Dushku, Eliza Dushku’s brother. He also appeared as a mugger in Angel‘s Orpheus.
CONTINUITY
The first act follows the three remaining survivors from Epitaph One: Zone, Mag, and the little girl imprinted as Caroline.
As established in Getting Closer, Rossum board members started living in multiple bodies at least a decade ago. In this episode Harding and Ambrose still do.
Ambrose’s love of shellfish due to his original body’s allergy to it, established in Epitaph One, is mentioned.
Topher’s mental state has severely declined, as first seen in a flashback/memory in Epitaph One.
In another flashback/memory from Epitaph One, Anthony and Priya appeared to have broken up. They’re separated in this episode, and their son does not know who Anthony is.
Anthony appears as one of the tech heads. He was opening up to enhancing himself with skill imprints in The Hollow Men. Another tech head is Kilo, Topher’s test subject in The Public Eye and Meet Jane Doe.
One of the flash drives Priya smashes is labelled “Ernesto,” a reference to the Flying Cordona Brothers. Echo got imprinted with Ernesto Cordona’s acrobatics in Stop-Loss.
Echo reminds Priya that Anthony loved her even despite being continuously wiped and imprinted as Victor. His attraction, then love, was discovered in True Believer and even interfered with his final romantic engagement in Stop-Loss.
Alpha leaves the Dollhouse and goes to hide elsewhere, afraid to revert to his original personality. As mentioned in Omega, Carl William Craft was a kidnapper and an attempted murderer.
Alpha leaves Paul’s wedge to Echo in a yellow envelope with her name written on it. He used very similar envelopes in Ghost and True Believer to send Paul a picture and a video of Caroline, respectively.
WHERE DO WE GO FROM HERE?
EPISODE
The Hollow Men / –
STORY ORDER
Epitaph One / –









