Joy's world comes crashing down when Fabian rejects her!
Amber decides to compete against Mara in the school elections. Mara is focusing her attention on Mick, much to the frustration of Jerome.
Patricia meets with Rufus in the woods to discuss his plans for finding Joy – she must look out for the Eye Of Horus.
The gang lets Patricia in on the secret, and debates the possibility that Victor might be drinking an elixir of life. They decide to use the school play to try and expose Victor.
Having kidnapped Patricia, Rufus attempts to blackmail Mr Sweet and the Society. Mrs Andrews is keen to try and rescue Patricia but Victor forbids it and Mr Sweet is too weak to disagree.
A jealous Mara sends untruthfully incriminating pictures of Mick and his new training partner Esther to Mr Sweet, forcing Sweet to sack the innocent teacher.
Amber and Nina go to the old people's home to visit Sarah and confirm that she is the girl from the recordings. Amber comes up with a name for their gang - "The Burnt Elm Club."
Victor arranges for Sarah to visit the house where we find out about their childhood together. Jerome switches sides and becomes Amber's campaign manager, jealous of Mara and Mick.
Jerome poses as Alfie's savior after his failed cellar mission. He demands that Alfie repays him by secretly passing him information on the Sibuna Club.
Fabian manages to track Nina and Amber to the warehouse and rescue them. Mick and Mara tentatively agree to be friends again.
Nina manages to rescue the puzzle piece, plus the 5th piece she found in Victor's safe, and return to the play just in time. Patricia warns Joy to flee but Victor and the teachers manage to catch her.
Alfie and Jerome admit that they were the "zombies" down in the cellar. Later they get into trouble with Jason for conning the younger years into paying to audition for the school play.