Cassie (Britt Robertson) and Jake (guest star Chris Zylka) look into her father's side of the family, hoping to discover more about her lineage and why she has powers separate from the Circle. Meanwhile, Adam (Thomas Dekker) becomes protective of Cassie when Faye (Phoebe Tonkin) reveals that Jake might be hiding something dangerous from them. At the same time, Adam's equally concerned when Melissa's (Jessica Parker Kennedy) cousin Holden (guest star Arlen Escarpeta) comes to town and catches Diana's (Shelley Hennig) eye. A power shift forms between Charles (Gale Harold) and Dawn (Natasha Henstridge) that threatens to destroy their plan.

Cast: Thomas Dekker, Gale Harold, Phoebe Tonkin, Shelley Hennig, Jessica Parker Kennedy, Ashley Crow, JR Bourne, Arlen Escarpeta, Britt Robertson, Chris Zylka