Quentin and Julia go on a journey to retrieve her lost shade. Margo finds it increasingly difficult to keep her secret deal with the Fairies from Eliot, and Penny makes a new acquaintance while trying to break into the Library's Poison Room.
King Idri arrives for his marriage to Eliot. While he is there, he, Josh, and many others in the palace suddenly turn into rats. (They wonder if one of them is Fen, since she has also been missing since the last episode.)
Margo goes to the fairy ambassador and complains about turning Fen into a rat. The ambassador says that they didn't do the rats, some implacable unnamed power did it. But Fen is fine and human, but they took her to live in the fairy realm because Margo was trying to be clever.
Margo tells Eliot about the deal with the fairies, their refreshing of the Wellspring in exchange for Eliot's first child. She also says she knows where Fen is. Eliot says Margo went too far, and sends her to the dungeon.
Eliot uses magic to restore Josh from being a rat, but it's a lot of effort to do even one. Josh says he should delegate, and suggests an election. Eliot says Josh is brilliant, he's invented democracy... and Eliot suddenly finds himself on Earth, in the Cottage. He wonders if he's been kicked out of Fillory.
Rafe, the sloth's translator, visits Margo in the dungeon, and says he has a potion that will transport her to the fairy realm. She drinks it and disappears.
Penny is in the Library, and is assigned a job of reshelving books, guided by his supervisor, a teenage girl named Sylvia.
At Brakebills, Kady dreams, and Penny pops into her dream. He wants to get into the Poison Room, and asks for advice. She suggests he look for the Librarian's book, it might say things about the Poison Room.
As Penny is shelving books, he asks Schiff her name. She says "call me Head Librarian", but she is holding her lunch bag, and Penny gets a glimpse of her name. Later, Penny looks through the refrigerator in the break room, looking for lunch bags. Sylvia notices and just tells him the Librarian's name is Zelda Schiff.
Penny looks through books of people, and finds where Zelda Schiff's book should be. There's only a note, saying that the book is in the Poison Room. He projects his mind into Kady's dream, and tells her what he found. Sylvia also shows up in Kady's dream, and tells Penny she can help break into the Poison Room.
Senator John Gaines now has Reynard (still wearing Richard's body) as an advisor. Reynard advises John that he can control people's minds, John's lifelong success in politics is due to his unconscious use of it, and he should now use it on purpose.
John Gaines meets a Senator who is against one of John's bills. John finds he can easily control the Senator's mind to gain his support. He then talks to his wife, and tells her he needs her support as well. As he sees the mind control take effect in his own wife, he shows he's disturbed by it. He complains to Reynard about it, but Reynard is only enthusiastic. Reynard also mentions Our Lady Underground and how she left him; John gets the idea that she and Reynard had a romantic relationship.
John Gaines shows up at the Cottage, and tells Kady he wants in on whatever they can do against Reynard.
Julia and Quentin visit a dragon called the Queen of Great Worms, amidst her hoard of treasures, in a tunnel in Greece. They want to go to the Underworld without dying, and the gift she demands is their Fillory button.
She breathes on them, and they find themselves in an elevator, going down. At the bottom they are at what looks like a hotel lobby. A bellcap says welcome to the Underworld; they learn that the Underworld is actually hundreds of resort-like islands, where the dead (their souls, that is) pass the time until they feel ready to "pass on". (They see someone else rudely escorted out for lacking a Shade, so they keep Julia's Shade-less condition secret.) A desk attendant finds them a place with people they know.
Julia and Quentin meet Richard Corrigan and other members of the magic group he organized; they are in a part of the Underworld that is lots of bowling alleys. They ask for help in finding Julia's Shade. (Richard explains that the Underworld was made by the gods, mostly by Hades, and Hades and Persephone live in the part of the Underworld called Elysium.) But nobody knows where Shades go, perhaps they know at Reception.
At Reception, Richard distracts the attendants long enough for Quentin and Julia to sneak into the office and look in their journals. They find entries like "Disconnected Shade, E", and they wonder if "E" means Elysium.
Julia and Quentin enter Elysium, a nice villa with lots of kids. Julia notices a painting on the wall, and the subject looks just like Our Lady Underground as Julia knew her. One of the Shades there says that's Persephone, who hasn't been seen there in a long time.
Julia finds her Shade, and Quentin finds Alice's Shade; both look just like they looked at about 11. Alice's Shade has all the love for Quentin that Alice had. Julia's Shade knows why they are there, and says they can't take Alice's with them. Quentin tells Alice's Shade that she is why his spells to restore Alice didn't work: her Shade was here.
Alice's Shade says there is a portal in the villa that goes back to Reception. Quentin goes first, and finds the elevator from Reception back to Earth. Next through the portal are Julia, and Alice's Shade, not Julia's. Julia says she's decided that this is better, even though it means leaving her Shade here. They escape.
- Jason Ralph as Quentin Coldwater
- Stella Maeve as Julia Wicker
- Olivia Taylor Dudley as Alice Quinn)
- Arjun Gupta as Penny
- Hale Appleman as Eliot Waugh
- Summer Bishil as Margo Hanson
- Jade Tailor as Kady Orloff-Diaz
- Mackenzie Astin as Richard Corrigan
- Mageina Tovah as Zelda Schiff
- Leonard Roberts as King Idri
- Samuel Roukin as Fairy Ambassador
- Rizwan Manji as Tick Pickwick
- Trevor Einhorn as Josh Hoberman
- Adam DiMarco as Todd
- Alexie Gilmore as Cindy Gaines
- Graeme McComb as Thomas
- Roan Curtis as Sylvia
- Imogen Tear as Shade Julia
- Ava Talek as Shade Alice
- Christopher Gorham as John Gaines
- Bobbi-Jean Charlton as Silver
- Fiona Hogan as Menolly
- Sergio Osuna as Rafe
- Liam Hughes as Eugene
- Fred Keating as Cowden
- Craig Erickson as Shadeless Man
- Marc Senior as Bellhop
- Milo Shandel as Narrator
- Ingrid Oliver as Hudson River Dragon (voice)
- Poison Room (mentioned)
- The Rattening
- Cloaking Amulet
- Magical Button
- Books of Everybody
| Knight of Crowns • Hotel Spa Potions • Divine Elimination • The Flying Forest • Cheat Day|
• The Cock Barrens • Plan B • Word as Bond • Lesser Evils• The Girl Who Told Time • The Rattening
• Ramifications • We Have Brought You Little Cakes