1 00:00:04,333 --> 00:00:06,583 {\an8}That! That's what's been happening. 2 00:00:06,583 --> 00:00:08,125 {\an8}Wow. Time slipping. 3 00:00:10,458 --> 00:00:12,916 The Temporal Loom is the heart of the TVA. 4 00:00:12,916 --> 00:00:15,833 It's where raw time is refined into physical timeline. 5 00:00:15,833 --> 00:00:17,208 The more those branches grow, 6 00:00:17,208 --> 00:00:19,166 the closer this thing comes to melting down. 7 00:00:19,166 --> 00:00:20,291 So, how do we get in? 8 00:00:20,458 --> 00:00:22,166 Only the person who designed it can open it 9 00:00:22,166 --> 00:00:23,833 with a live scan of his temporal aura. 10 00:00:23,833 --> 00:00:26,208 - He Who Remains. - LOKI: It's him. 11 00:00:26,208 --> 00:00:27,791 He Who Remains. 12 00:00:27,791 --> 00:00:32,250 Because all science is fiction until it's fact! 13 00:00:32,250 --> 00:00:33,333 (CROWD GASPS) 14 00:00:33,333 --> 00:00:37,541 LOKI: This is gonna sound strange. I've been pulled through time. 15 00:00:38,083 --> 00:00:41,166 O.B.: You'll stand by to prune yourself after this turns green. 16 00:00:41,166 --> 00:00:43,000 Green means prune. 17 00:00:43,000 --> 00:00:44,125 (PANTING) There you are! 18 00:00:44,125 --> 00:00:48,208 LOKI: The TVA is in danger. I was in the future and I saw you. 19 00:00:48,208 --> 00:00:49,375 I need to know why. 20 00:00:49,375 --> 00:00:51,000 We stay here, we're all gonna die. 21 00:00:51,000 --> 00:00:52,750 SYLVIE: They're gonna bomb every branch. 22 00:00:52,750 --> 00:00:54,208 Set off what you can! 23 00:00:55,416 --> 00:00:58,875 You asked me what I would do if one of his Variants turned up. 24 00:00:58,875 --> 00:01:01,625 - I'd kill him. - You don't know me. 25 00:01:01,625 --> 00:01:02,750 Get him out of here. 26 00:01:02,750 --> 00:01:04,291 It's power for you, isn't it? 27 00:01:05,250 --> 00:01:07,458 MISS MINUTES: I know a really big secret. 28 00:01:07,458 --> 00:01:11,000 It's gonna make you real angry. 29 00:01:45,916 --> 00:01:47,708 MISS MINUTES: He wasn't always alone. 30 00:01:48,416 --> 00:01:50,333 There's something you have to see. 31 00:01:59,791 --> 00:02:01,041 RENSLAYER: What is this? 32 00:02:01,500 --> 00:02:03,000 Just watch. 33 00:02:09,541 --> 00:02:11,041 So, it's almost ready. 34 00:02:13,458 --> 00:02:15,916 A utopia at the end of time. 35 00:02:18,333 --> 00:02:19,416 For us. 36 00:02:21,250 --> 00:02:23,083 For All Time. 37 00:02:24,791 --> 00:02:25,958 Always. 38 00:02:29,333 --> 00:02:34,708 HE WHO REMAINS: Ravonna Renslayer, you are quite a marvel. 39 00:02:35,375 --> 00:02:37,125 I will be proud to lead with you. 40 00:02:43,583 --> 00:02:45,708 You made a difference in this war. 41 00:02:46,875 --> 00:02:48,625 Thank you for being on my team. 42 00:02:55,583 --> 00:02:57,291 The TVA awaits our commands. 43 00:02:59,041 --> 00:03:00,291 Shall we go? 44 00:03:02,125 --> 00:03:03,208 I'll catch up. 45 00:03:06,916 --> 00:03:08,416 It's been a long road. 46 00:03:09,750 --> 00:03:10,791 See you soon. 47 00:03:17,875 --> 00:03:19,166 Always. 48 00:03:25,833 --> 00:03:28,208 Hey, boss. Fancy a game of chess? 49 00:03:29,083 --> 00:03:32,291 HE WHO REMAINS: Not today. Pull up Protocol 42. 50 00:03:32,750 --> 00:03:33,791 MISS MINUTES: Is it time? 51 00:03:35,458 --> 00:03:37,500 Erase her memories. 52 00:03:38,250 --> 00:03:39,458 Are you sure? 53 00:03:40,375 --> 00:03:41,916 Erase all of their memories. 54 00:03:42,291 --> 00:03:43,750 If you say so. 55 00:03:50,166 --> 00:03:51,375 I'm sorry. 56 00:03:55,750 --> 00:03:57,083 I was here. 57 00:03:58,125 --> 00:03:59,125 MISS MINUTES: Yes. 58 00:04:01,916 --> 00:04:03,458 I helped win? 59 00:04:03,458 --> 00:04:08,083 You didn't just help. It was you who commanded the army. 60 00:04:09,458 --> 00:04:11,583 So he built this little tower. 61 00:04:14,083 --> 00:04:16,000 And while he sat on his throne... 62 00:04:19,666 --> 00:04:22,250 I continued to do all the work to keep him there? 63 00:04:23,000 --> 00:04:24,541 Well, something like that. 64 00:04:27,458 --> 00:04:29,250 RENSLAYER: So, what are you proposing? 65 00:04:29,625 --> 00:04:33,791 MISS MINUTES: That we don't need him. Maybe we never did. 66 00:04:36,125 --> 00:04:38,125 (THEME MUSIC PLAYING) 67 00:05:06,666 --> 00:05:07,833 (GRUNTS SOFTLY) 68 00:05:15,166 --> 00:05:16,333 The TVA. 69 00:05:28,916 --> 00:05:33,208 - (DISTANT ALARM SOUNDING) - (INDISTINCT ANNOUNCEMENT OVER PA) 70 00:05:40,375 --> 00:05:43,625 WOMAN OVER PA: All engineers to Temporal Core immediately. 71 00:05:51,166 --> 00:05:56,375 Chronocenters 11, 29, 14 offline. 72 00:06:05,166 --> 00:06:06,250 HUNTER B-15: Are you... 73 00:06:08,500 --> 00:06:09,750 You're... 74 00:06:12,666 --> 00:06:13,750 Hello. 75 00:06:16,958 --> 00:06:18,166 Just stop! 76 00:06:18,625 --> 00:06:20,208 It's okay. It's all right. 77 00:06:20,208 --> 00:06:23,416 What do... What do you want with me? 78 00:06:25,708 --> 00:06:29,791 Come with us... and we'll show you. 79 00:06:30,791 --> 00:06:33,458 That didn't sound as reassuring as you hoped it would. 80 00:06:33,458 --> 00:06:36,041 Listen, Professor, I can only imagine 81 00:06:36,041 --> 00:06:40,750 what Renslayer and Miss Minutes have been saying about us, but it's not true. 82 00:06:40,750 --> 00:06:42,500 Unless they said something good. 83 00:06:42,500 --> 00:06:46,625 Here's the deal. You have to trust us, and we don't have time. 84 00:06:47,541 --> 00:06:50,166 I'm from Chicago, friend. 85 00:06:50,166 --> 00:06:54,250 The schadeocracy capital of the world. I don't trust anyone. 86 00:06:54,250 --> 00:06:56,250 Oh, it's a party. Hello. 87 00:06:56,916 --> 00:07:00,000 The more the merrier. And you all want me. 88 00:07:00,583 --> 00:07:02,708 Ms. Ravonna wants me. 89 00:07:02,708 --> 00:07:05,916 The effervescent clock-lady monster thing wants me. 90 00:07:05,916 --> 00:07:08,583 I should have some say. 91 00:07:08,583 --> 00:07:09,833 I don't disagree. 92 00:07:09,833 --> 00:07:10,916 (RUMBLING) 93 00:07:15,458 --> 00:07:19,958 WOMAN OVER PA: Chronocenters 32, 81, 7 offline. 94 00:07:20,083 --> 00:07:24,500 Is that... my Loom? 95 00:07:25,333 --> 00:07:28,083 LOKI: Yes. That's your Loom. 96 00:07:32,000 --> 00:07:36,541 And you're the only one who can help us fix it. 97 00:07:41,083 --> 00:07:42,583 Well, la-di-da. 98 00:07:46,166 --> 00:07:47,583 So, Dox is alive? 99 00:07:47,583 --> 00:07:50,250 Yes, she's in holding with the others. 100 00:07:50,958 --> 00:07:52,916 We can't keep them there forever. 101 00:07:52,916 --> 00:07:54,291 What do you want me to do? 102 00:07:54,291 --> 00:07:55,666 You tell me. 103 00:07:58,833 --> 00:08:00,041 Sit with me. 104 00:08:02,416 --> 00:08:04,916 I know what we would have done in the past. 105 00:08:04,916 --> 00:08:09,416 Pruned all of them. It's simple, clean, efficient. 106 00:08:09,416 --> 00:08:11,958 - Is that what we do now? - I don't know. 107 00:08:11,958 --> 00:08:15,333 But someone told me that the TVA has to change, 108 00:08:15,333 --> 00:08:17,208 and it has to change now. 109 00:08:18,166 --> 00:08:20,875 So we forgive and forget? 110 00:08:21,416 --> 00:08:26,208 She's a general of the TVA, and she wants to protect it at all costs. 111 00:08:26,583 --> 00:08:28,125 That was her mission. 112 00:08:28,125 --> 00:08:29,708 And it can be again, 113 00:08:29,708 --> 00:08:34,583 if you can convince her that this new version is worth protecting, too. 114 00:08:36,500 --> 00:08:38,458 I don't think it'll change anything. 115 00:08:38,458 --> 00:08:40,333 Don't be so sure of that. 116 00:08:40,333 --> 00:08:41,833 Your words changed me. 117 00:08:49,375 --> 00:08:50,375 LOKI: Here. This way. 118 00:08:52,208 --> 00:08:54,750 - So, I built all of this? - Well... 119 00:08:54,750 --> 00:08:56,250 - Or I did? - Well... 120 00:08:56,250 --> 00:08:58,666 Or I will, and I did? 121 00:08:58,666 --> 00:09:00,875 - Almost. You, but not you. - This way. 122 00:09:00,875 --> 00:09:02,583 Look, can't we just take a look? 123 00:09:02,583 --> 00:09:04,208 - No. - Trust me, it's not that great, 124 00:09:04,208 --> 00:09:05,458 and we don't have time. 125 00:09:05,458 --> 00:09:08,000 Listen. You're here to solve one of many problems, 126 00:09:08,125 --> 00:09:10,125 then you're free to wander around all you want. 127 00:09:10,291 --> 00:09:13,875 - (MACHINE WHIRRING) - The Loom will still overload. 128 00:09:15,708 --> 00:09:16,916 I don't understand. 129 00:09:17,583 --> 00:09:19,875 We've adjusted everything we can adjust. 130 00:09:20,875 --> 00:09:21,916 Victor... 131 00:09:23,083 --> 00:09:25,166 This is Casey and O.B. 132 00:09:26,916 --> 00:09:28,041 O.B.? 133 00:09:29,708 --> 00:09:31,250 - Ouroboros. - (SQUEALS EXCITEDLY) 134 00:09:32,833 --> 00:09:34,916 - Ouroboros? - Yeah, that's me. 135 00:09:36,541 --> 00:09:40,958 You wrote the TVA Handbook. 136 00:09:41,500 --> 00:09:43,000 Well... Yes, I did. 137 00:09:43,000 --> 00:09:46,250 But I learned everything I know from a brilliant 19th-century inventor 138 00:09:46,250 --> 00:09:49,125 named Victor Timely. If he'd had the resources, 139 00:09:49,125 --> 00:09:51,208 he would have been bigger than Einstein. 140 00:09:55,375 --> 00:09:57,250 What did you say your name was? 141 00:09:58,583 --> 00:10:00,583 - Victor. - (GASPS) 142 00:10:00,583 --> 00:10:04,625 So, if your work is based on his work, and his work is based on your work... 143 00:10:04,625 --> 00:10:08,125 - Exactly. Which came first? - It's like a snake eating its own tail. 144 00:10:08,125 --> 00:10:12,083 Mr. Ouroboros, would you inscribe my handbook? 145 00:10:13,208 --> 00:10:15,083 Only if you inscribe mine. 146 00:10:15,083 --> 00:10:19,916 I was living in your engineering descriptions. 147 00:10:20,041 --> 00:10:23,375 Me? The way you explained the electric bypass system... 148 00:10:23,375 --> 00:10:25,833 - The bypass. - Poetry, just poetry. 149 00:10:25,833 --> 00:10:31,083 Guys, sorry to break up this bromance, but can we fix now and sign later? 150 00:10:31,083 --> 00:10:32,208 Yeah, let's go. 151 00:10:32,208 --> 00:10:33,833 O.B., how's it going? 152 00:10:33,833 --> 00:10:36,208 Uh, we have a... We have a good plan. 153 00:10:36,208 --> 00:10:38,208 - Okay. - O.B.: It's a pretty good plan. 154 00:10:38,208 --> 00:10:39,958 - We have a plan. Casey? - Oh. 155 00:10:42,958 --> 00:10:47,458 Here's a model I mocked up of the Loom. Forgive the shoddy and slapdash work. 156 00:10:47,458 --> 00:10:50,666 It's not to scale. I only got one coat of paint on there. 157 00:10:50,666 --> 00:10:53,458 I haven't been able to carve out figures to represent all of us. 158 00:10:53,458 --> 00:10:54,541 TIMELY: The Loom. 159 00:10:54,958 --> 00:10:57,208 I'm honestly embarrassed that Victor's here to see it. 160 00:10:57,583 --> 00:11:00,291 MOBIUS: You're being hard on yourself. It looks great. 161 00:11:00,291 --> 00:11:03,375 All right. What's the plan? 162 00:11:04,750 --> 00:11:05,791 O.B.: It's simple. 163 00:11:05,791 --> 00:11:10,791 One of us will have to take our Throughput Multiplier down the gangway. 164 00:11:10,916 --> 00:11:13,958 Load the Throughput Multiplier into the launcher. 165 00:11:14,916 --> 00:11:17,333 Then, they'll need to hit the green button... 166 00:11:17,333 --> 00:11:20,875 - CASEY: Green button. - ...and launch it towards the Loom. 167 00:11:20,875 --> 00:11:22,958 It will dock with the Loom, 168 00:11:22,958 --> 00:11:27,958 where it will scale the Loom's capacity to manage the backlog of branches 169 00:11:27,958 --> 00:11:29,500 that was created when... 170 00:11:30,875 --> 00:11:36,833 someone killed He Who Remains and released all those branches and ruined my life. 171 00:11:36,833 --> 00:11:41,333 Hang on. What's the connection between the Throughput Multiplier and the Loom? 172 00:11:41,333 --> 00:11:43,875 The rings of the Loom aren't wide enough. 173 00:11:43,875 --> 00:11:45,125 That's correct. 174 00:11:47,250 --> 00:11:53,333 We need to make the rings bigger, so more branches can fit through. 175 00:11:53,333 --> 00:11:57,541 But there's one gigantic problem. 176 00:11:57,541 --> 00:11:58,625 - Big. - LOKI: What's that? 177 00:11:58,625 --> 00:12:02,541 There is much, much more Temporal Radiation through here 178 00:12:02,541 --> 00:12:04,833 than there was when you went out there, Mobius. 179 00:12:04,833 --> 00:12:06,000 Yeah, so much more. 180 00:12:06,000 --> 00:12:07,416 - More? - O.B.: Yes. 181 00:12:08,041 --> 00:12:10,250 (EXHALES AND INHALES SHARPLY) 182 00:12:10,250 --> 00:12:14,333 Okay, well, I mean, Loki's really gonna have to hoof it then, right? 183 00:12:15,000 --> 00:12:17,458 Hang on a second. Why is it suddenly me having to hoof it? 184 00:12:17,458 --> 00:12:19,000 Well, because it's your turn. 185 00:12:19,000 --> 00:12:21,166 LOKI: Says who? Why? Why is it suddenly me? 186 00:12:21,166 --> 00:12:23,083 Well, because clearly this isn't me. 187 00:12:23,375 --> 00:12:25,958 - Just because it isn't you, it isn't me. - O.B.: Listen, guys. 188 00:12:26,083 --> 00:12:28,125 - It's got your shape. - It's got my shape? 189 00:12:28,125 --> 00:12:30,708 - It's a suit. Could be anybody. - It's wearing a helmet. 190 00:12:30,708 --> 00:12:32,916 - Doesn't look like anyone. - Don't think it's me. 191 00:12:32,916 --> 00:12:36,625 Uh... It doesn't matter who it is. It's doable. 192 00:12:37,541 --> 00:12:42,291 But this person just needs to be... (IMITATES WHOOSHING) super-fast. 193 00:12:42,291 --> 00:12:45,166 SYLVIE: Okay, great. So, what are we waiting for? Let's do this. 194 00:12:45,166 --> 00:12:47,666 CASEY: There's another problem. LOKI: What's that? 195 00:12:47,666 --> 00:12:53,041 O.B.: This whole plan is only theoretical because our Throughput Multiplier 196 00:12:53,041 --> 00:12:55,000 - does not yet work. - LOKI: Why? 197 00:12:55,000 --> 00:12:58,208 - SYLVIE: It doesn't work. - Wait. Let me guess. 198 00:12:58,791 --> 00:13:02,666 The Loom's temporal decay outpaces 199 00:13:02,666 --> 00:13:06,583 your Multiplier's throughput capabilities. 200 00:13:06,583 --> 00:13:09,125 Every time, yeah. How did you know that? 201 00:13:09,125 --> 00:13:13,708 Because I had the same problem with my Loom... 202 00:13:15,708 --> 00:13:17,375 until I made this. 203 00:13:20,916 --> 00:13:25,916 - It's a prototype. Still. - (DEVICE WHIRRING) 204 00:13:27,250 --> 00:13:28,875 O.B., it'll work? 205 00:13:28,875 --> 00:13:33,291 Integrating them, if that would even work, would take a long time. 206 00:13:33,291 --> 00:13:34,541 Yeah, a long time. 207 00:13:34,541 --> 00:13:38,125 Mr. Ouroboros, if anyone can, 208 00:13:40,166 --> 00:13:42,666 it's you and me. 209 00:13:46,000 --> 00:13:48,375 MOBIUS: Okay, come on. Let's give them some space to work. 210 00:13:53,416 --> 00:13:56,208 All right, let's have a little pie while we wait. 211 00:13:57,250 --> 00:13:58,500 (ELEVATOR DINGS) 212 00:13:59,250 --> 00:14:01,000 - Pie? - Yeah. 213 00:14:02,541 --> 00:14:03,958 What is the matter with you? 214 00:14:04,625 --> 00:14:07,291 You dragged me back here begging for help, 215 00:14:07,291 --> 00:14:09,708 so you must have some idea of what's happening. 216 00:14:10,541 --> 00:14:12,708 Everything is turning to shit, 217 00:14:13,666 --> 00:14:18,208 and you want to leave it to them while we go and have some pie? 218 00:14:18,708 --> 00:14:20,375 - Great idea, Mobius. - LOKI: Sylvie, wait. 219 00:14:20,375 --> 00:14:24,250 No, I won't wait. Come on. Let's go and get some pie. Why not? 220 00:14:24,500 --> 00:14:28,625 It's a great idea. Does it matter that the branches are dying? 221 00:14:29,791 --> 00:14:32,000 Clocks don't tick at the TVA, do they? 222 00:14:35,041 --> 00:14:38,541 You found out you're a Variant, and you haven't even looked, have you? 223 00:14:40,208 --> 00:14:42,583 It's just another bad day at the office for you. 224 00:14:43,250 --> 00:14:45,833 Timelines are just lines on a monitor. 225 00:14:47,791 --> 00:14:49,791 Doesn't matter if a few disappear. 226 00:14:49,791 --> 00:14:53,833 Because you've never bothered to look if one of them was yours. 227 00:14:54,458 --> 00:14:56,375 Who cares if a few just disappear? 228 00:15:00,625 --> 00:15:01,916 Enjoy your pie. 229 00:15:12,750 --> 00:15:15,000 BRAD: So, are you gonna say anything? 230 00:15:16,708 --> 00:15:18,833 No? Okay. 231 00:15:18,833 --> 00:15:22,666 All right, everybody. Listen up. 232 00:15:25,041 --> 00:15:26,541 We don't have any weapons. 233 00:15:29,250 --> 00:15:31,958 We don't really have the numbers, obviously. 234 00:15:33,708 --> 00:15:37,541 But I think, I think if we put our heads together 235 00:15:38,958 --> 00:15:42,208 and if we just try to figure this out, we can get out of this room 236 00:15:42,208 --> 00:15:44,333 and we can get back to our lives. Huh? 237 00:15:46,458 --> 00:15:49,125 I believe it was Galileo, 238 00:15:49,125 --> 00:15:53,666 - or Winston Churchill, or... - Oh, will you just cut the shit? 239 00:15:55,083 --> 00:15:57,125 - I don't wanna die in here! - DOX: Oh. 240 00:15:57,791 --> 00:15:58,916 Oh, really? 241 00:15:59,458 --> 00:16:02,875 Well, it seemed like you gave up when you sold out our plan. 242 00:16:03,625 --> 00:16:04,625 Hmm? 243 00:16:06,541 --> 00:16:08,875 - I didn't know you knew that. - DOX: Oh, yes. 244 00:16:08,875 --> 00:16:13,041 We all know about your escapades as an actor, Brad. 245 00:16:15,916 --> 00:16:16,958 Okay. 246 00:16:18,041 --> 00:16:19,958 (SCOFFS) Okay. 247 00:16:21,916 --> 00:16:24,166 I earned my life. 248 00:16:25,833 --> 00:16:28,083 I think we all earned our lives. 249 00:16:29,208 --> 00:16:30,208 Huh? 250 00:16:32,416 --> 00:16:34,666 - Don't you think you earned your life? - No! 251 00:16:36,875 --> 00:16:37,916 No. 252 00:16:39,458 --> 00:16:40,458 (DOOR OPENS) 253 00:16:52,500 --> 00:16:55,791 You have no authority to keep us here. 254 00:16:57,000 --> 00:16:58,458 I don't want any of this. 255 00:17:00,083 --> 00:17:03,125 And I certainly don't wanna be talking to you. 256 00:17:04,791 --> 00:17:09,625 But I know you care about the TVA, and I know you wanna protect it. 257 00:17:10,458 --> 00:17:12,208 That's the only reason I'm here. 258 00:17:14,875 --> 00:17:17,208 - What do you want? - Your help. 259 00:17:18,250 --> 00:17:19,833 You and your Minutemen. 260 00:17:21,541 --> 00:17:26,791 If we have to fight to defend this place, from Renslayer or worse, 261 00:17:28,333 --> 00:17:29,625 can we trust you? 262 00:17:31,333 --> 00:17:32,625 You're serious. 263 00:17:33,916 --> 00:17:36,458 Help us, we'll talk. 264 00:17:38,333 --> 00:17:39,916 How can I trust you? 265 00:17:43,083 --> 00:17:45,416 We may not see eye to eye on most things, 266 00:17:46,625 --> 00:17:49,458 but I care about this place, these people. 267 00:17:51,583 --> 00:17:54,708 So do you. Trust that. 268 00:18:00,250 --> 00:18:02,958 Give them time to mull that over. 269 00:18:04,208 --> 00:18:05,958 What if they don't go for it? 270 00:18:08,875 --> 00:18:11,458 Go and help Mobius keep an eye on Timely. 271 00:18:16,458 --> 00:18:17,458 (RUMBLING) 272 00:18:23,791 --> 00:18:25,375 SYLVIE: You've got to be kidding me. 273 00:18:31,250 --> 00:18:33,041 I took a wrong turn. 274 00:18:33,541 --> 00:18:35,708 I didn't plan on coming to pie land. 275 00:18:36,833 --> 00:18:38,000 (SIGHS) 276 00:18:44,291 --> 00:18:46,291 - Say it then. - LOKI: About Mobius... 277 00:18:46,791 --> 00:18:49,916 (RUMBLING) 278 00:18:52,458 --> 00:18:54,875 He's just trying to see in the dark like the rest of us. 279 00:18:55,416 --> 00:18:59,666 And so we're clear, I asked for your help and you walked away. 280 00:18:59,666 --> 00:19:02,083 Just so we're clear, no, I didn't. 281 00:19:02,625 --> 00:19:05,041 I'm here, aren't I? Again! 282 00:19:05,458 --> 00:19:08,041 You're only here because you couldn't kill him. 283 00:19:09,500 --> 00:19:10,958 Yeah, I couldn't kill him. 284 00:19:12,916 --> 00:19:14,291 Couldn't do it. 285 00:19:14,291 --> 00:19:18,375 Timely just looked so scared. He Who Remains wasn't scared. 286 00:19:19,791 --> 00:19:21,833 Maybe he was, and I just didn't notice. 287 00:19:29,916 --> 00:19:33,083 Some years ago, my brother was banished from Asgard 288 00:19:34,541 --> 00:19:35,958 and sent to Earth. 289 00:19:37,791 --> 00:19:40,125 And when he came back, he was different. 290 00:19:41,125 --> 00:19:42,333 Changed somehow. 291 00:19:42,916 --> 00:19:44,416 I thought it was weakness. 292 00:19:46,083 --> 00:19:47,166 I mocked him. 293 00:19:48,041 --> 00:19:49,583 Said he'd gone soft. 294 00:19:49,583 --> 00:19:51,291 Soft gets you killed. 295 00:19:51,291 --> 00:19:54,458 Listen, Sylvie, you spared Timely's life, 296 00:19:54,458 --> 00:19:58,375 and because of that, the TVA and those timelines will survive. 297 00:19:58,375 --> 00:20:02,166 Those people will survive. You spared their lives, too. 298 00:20:05,333 --> 00:20:08,333 You're putting a lot of faith in those three back there. 299 00:20:08,791 --> 00:20:11,291 (RUMBLING) 300 00:20:11,458 --> 00:20:14,500 Don't forget Dox. She's part of the TVA. 301 00:20:14,500 --> 00:20:17,708 All those dead branches, those dead people, 302 00:20:18,708 --> 00:20:21,291 - that's the TVA's fault. - What about those branches 303 00:20:21,291 --> 00:20:22,791 that are still living? 304 00:20:23,958 --> 00:20:27,291 That's because of Mobius and B-15. 305 00:20:27,291 --> 00:20:29,666 And those guys back there, O.B. and Casey. 306 00:20:29,666 --> 00:20:31,208 What if you're wrong? 307 00:20:32,041 --> 00:20:35,875 What if you are wrong to believe that this place can be any better? 308 00:20:36,250 --> 00:20:38,041 What if I was wrong to spare him? 309 00:20:38,041 --> 00:20:41,708 It would just be easier to burn this place down and start from scratch. 310 00:20:41,708 --> 00:20:43,666 Sure. Burn it down. Easy. 311 00:20:44,375 --> 00:20:48,708 Annihilating is easy. Razing things to the ground is easy. 312 00:20:49,666 --> 00:20:53,250 Trying to fix what's broken is hard. 313 00:20:54,416 --> 00:20:56,708 Hope is hard. 314 00:21:03,916 --> 00:21:08,500 Okay, so Timely can save the TVA. 315 00:21:10,625 --> 00:21:15,833 Then, we hope that the TVA turns into something good. 316 00:21:17,166 --> 00:21:22,166 Then, we hope that Timely doesn't turn into He Who Remains or someone worse. 317 00:21:23,125 --> 00:21:24,958 That's a lot of hoping, Loki. 318 00:21:26,125 --> 00:21:28,083 I didn't have you down for an optimist. 319 00:21:28,083 --> 00:21:30,125 This is the best option we have. 320 00:21:31,541 --> 00:21:36,916 So, you're gonna bring him behind the curtain, show him all of this, 321 00:21:37,500 --> 00:21:40,208 and then just send him home? 322 00:21:40,208 --> 00:21:44,666 Maybe that's a good thing. We can watch him, protect him. 323 00:21:44,666 --> 00:21:48,250 Interfere for good. Heard that one before. 324 00:21:48,791 --> 00:21:52,416 You can't give people free will and then just walk away, Sylvie. 325 00:21:52,416 --> 00:21:53,916 That's not how it works. 326 00:21:53,916 --> 00:21:56,708 Now, for better or for worse, the timelines are free. 327 00:21:56,708 --> 00:21:58,666 It's up to us to protect them. 328 00:21:59,500 --> 00:22:02,625 It's up to us to do better than He Who Remains. 329 00:22:04,750 --> 00:22:08,875 Sounds like whatever we do, we're playing God. 330 00:22:17,750 --> 00:22:18,875 (LOKI SIGHS) 331 00:22:20,416 --> 00:22:21,500 We are gods. 332 00:22:40,000 --> 00:22:42,416 BRAD: They're gonna prune us the minute they don't need us. 333 00:22:44,166 --> 00:22:46,750 That's what they do. The TVA prunes traitors. 334 00:22:46,750 --> 00:22:51,541 We need a backup plan. We need something else. 335 00:22:51,541 --> 00:22:56,541 B-15 has integrity. I don't need to agree with her to know that. 336 00:22:57,500 --> 00:22:59,666 - I don't trust B-15. So, I... - (TIME DOOR WHOOSHES) 337 00:23:07,458 --> 00:23:10,916 Renslayer. Where's B-15? 338 00:23:10,916 --> 00:23:13,791 She's setting in place her plan to control the TVA. 339 00:23:14,541 --> 00:23:17,583 But if we work together, we can stop her. 340 00:23:17,875 --> 00:23:19,166 Protect this place. 341 00:23:19,166 --> 00:23:22,250 The only thing you want to protect is yourself, Ravonna. 342 00:23:23,625 --> 00:23:27,250 And you. This is really disappointing, I must say. 343 00:23:27,250 --> 00:23:29,708 I know. I'm working on myself. 344 00:23:29,708 --> 00:23:32,000 The Temporal Loom is imploding. 345 00:23:33,250 --> 00:23:35,375 I've been gone mere days, 346 00:23:35,375 --> 00:23:39,083 and this place is hours away from becoming a crater in the cosmos. 347 00:23:39,833 --> 00:23:42,916 Driven into the ground by two Variants? 348 00:23:45,541 --> 00:23:46,750 Is that what you want? 349 00:23:47,375 --> 00:23:49,125 Well, what's your plan then? 350 00:23:49,125 --> 00:23:53,250 Anyone who joins me right here, follows me out that door 351 00:23:53,916 --> 00:23:56,333 and helps me restore stability to the TVA, 352 00:23:57,041 --> 00:23:59,916 will have a life on the timeline if they want it. 353 00:24:11,875 --> 00:24:12,958 (SIGHS) 354 00:24:14,791 --> 00:24:17,166 I thought you could see the bigger picture. 355 00:24:21,208 --> 00:24:23,458 (MOTOR REVS) 356 00:24:33,916 --> 00:24:39,291 For the first time, I finally am seeing the bigger picture. 357 00:24:41,166 --> 00:24:42,583 Please, stop. 358 00:24:42,583 --> 00:24:45,791 You made a rather impressive life for yourself on the timeline. 359 00:24:46,291 --> 00:24:50,541 - Don't you want it back? - DOX: X-5. 360 00:24:53,833 --> 00:24:56,791 Bradley. Look at me. 361 00:25:00,416 --> 00:25:03,541 Life on the timeline was that good? 362 00:25:16,750 --> 00:25:21,791 How does it feel knowing that all of us here would rather die 363 00:25:21,791 --> 00:25:24,083 than follow you out that door? Hmm? 364 00:25:27,458 --> 00:25:30,750 (ALL SCREAMING) 365 00:25:44,375 --> 00:25:47,708 (INHALES AND EXHALES DEEPLY) 366 00:25:58,416 --> 00:26:01,166 - RENSLAYER: Let's go, X-5. - (TIME DOOR OPENS) 367 00:26:26,083 --> 00:26:28,041 - (BOTH GASP) - Spectacular. 368 00:26:30,583 --> 00:26:32,333 - Yes! - MOBIUS: How we looking? 369 00:26:33,458 --> 00:26:37,041 - Everything is going according to plan. - MOBIUS: Good. 370 00:26:40,166 --> 00:26:43,208 What is that? 371 00:26:43,875 --> 00:26:49,416 This? A little Mobius pick-me-up, courtesy of the hot cocoa machine. 372 00:26:50,083 --> 00:26:52,041 Diagnostics just went down. 373 00:26:52,041 --> 00:26:53,375 - O.B.: What? - Yeah. 374 00:26:53,375 --> 00:26:56,958 Did you say hot cocoa... 375 00:26:57,708 --> 00:26:59,333 - machine? - Machine? Yeah. 376 00:26:59,666 --> 00:27:01,208 This TemPad's not working. 377 00:27:01,208 --> 00:27:03,000 Mobius, can I see your TemPad? 378 00:27:04,083 --> 00:27:08,250 You have a machine for that? 379 00:27:10,250 --> 00:27:13,833 Yeah. You're interested in this machine. 380 00:27:13,833 --> 00:27:15,833 Weird. This one's not connecting either. 381 00:27:15,833 --> 00:27:18,916 About this hot cocoa machine... 382 00:27:18,916 --> 00:27:21,666 - Could I take a look? - Can you sit tight for just a second? 383 00:27:21,666 --> 00:27:23,500 - What do you mean? - HUNTER D-90: I can take him. 384 00:27:23,500 --> 00:27:25,583 Can you? Okay. Professor, he'll take you. 385 00:27:39,166 --> 00:27:42,541 - (OMINOUS MUSIC PLAYING) - (GASPS) 386 00:27:51,208 --> 00:27:53,625 MISS MINUTES: Uh-uh-uh. Access denied. 387 00:28:43,583 --> 00:28:45,583 - (SNAPS FINGERS) - (CHUCKLES) 388 00:28:49,958 --> 00:28:51,625 (GROANS) 389 00:29:03,875 --> 00:29:05,041 I'm sorry. 390 00:29:13,291 --> 00:29:15,083 Where's the device? 391 00:29:18,000 --> 00:29:21,666 So strange. All your files are being corrupted in real time. 392 00:29:22,708 --> 00:29:24,583 Did you download unauthorized games again? 393 00:29:24,583 --> 00:29:26,750 No. I'm not gonna make that mistake twice. 394 00:29:26,750 --> 00:29:28,416 CASEY: Something's messing with this. 395 00:29:28,416 --> 00:29:31,083 - Yours wasn't working either. - MISS MINUTES: Uh-uh-uh. 396 00:29:32,041 --> 00:29:34,000 - Oh. - What? 397 00:29:34,791 --> 00:29:35,833 It's Miss Minutes. 398 00:29:36,750 --> 00:29:40,125 - She's taken control of the systems. - That's why the TemPads weren't working. 399 00:29:40,125 --> 00:29:42,291 Grab the Multiplier and let's get Timely. 400 00:29:53,875 --> 00:29:55,708 - What's wrong? - MOBIUS: Timely's gone. 401 00:29:55,958 --> 00:29:57,916 - (ELEVATOR DINGS) - And Miss Minutes is back. 402 00:29:59,708 --> 00:30:01,416 Dox and her team are dead. 403 00:30:02,333 --> 00:30:04,166 - LOKI: What? - Yeah. 404 00:30:04,791 --> 00:30:07,375 - It's gotta be Renslayer. - (RUMBLING) 405 00:30:08,833 --> 00:30:10,250 Is the Multiplier ready? 406 00:30:10,958 --> 00:30:14,541 Theoretically. I haven't had time to test it, but without Timely, 407 00:30:14,541 --> 00:30:15,666 it doesn't matter. 408 00:30:15,666 --> 00:30:18,833 Without his Aura, I can't open the blast doors. We're locked. 409 00:30:18,833 --> 00:30:21,916 MOBIUS: Okay, well, we gotta find out who took him back to the timeline. 410 00:30:21,916 --> 00:30:23,875 - Where else would they have gone? - No. 411 00:30:25,458 --> 00:30:27,166 Renslayer doesn't want him. 412 00:30:28,166 --> 00:30:31,791 She wants the TVA. They're still here. 413 00:30:33,291 --> 00:30:35,083 - Listen, friend, I don't know... - Move it. 414 00:30:35,083 --> 00:30:37,000 ...what you're jabbering on about. 415 00:30:38,166 --> 00:30:39,875 Sit. Sit down. 416 00:30:45,250 --> 00:30:50,250 Thank God you're both okay. 417 00:30:51,166 --> 00:30:53,375 - Ms. Ravonna... - Sit down. 418 00:30:53,375 --> 00:30:54,708 Sitting down. 419 00:30:56,791 --> 00:30:59,833 - I would like... - I'm done listening to your lies. 420 00:31:00,375 --> 00:31:03,333 You're gonna talk when I say you can, and only then. 421 00:31:03,333 --> 00:31:06,541 And right now, you're gonna tell us where to find your device. 422 00:31:14,500 --> 00:31:19,041 And if you don't like what I have to tell you? 423 00:31:19,041 --> 00:31:21,500 Then X-5 here is gonna find 424 00:31:21,500 --> 00:31:24,333 a very thorough and incredibly painful way to kill you. 425 00:31:25,166 --> 00:31:26,875 It's a very small box. 426 00:31:31,750 --> 00:31:32,833 (MUTTERS INDISTINCTLY) 427 00:31:35,250 --> 00:31:36,958 TIMELY: Ladies... (CLEARS THROAT) 428 00:31:39,208 --> 00:31:41,875 I think you're going to like what I have to say. 429 00:31:50,125 --> 00:31:51,500 (BOOMING) 430 00:31:55,500 --> 00:31:58,250 WOMAN ON PA: TVA code 1127. 431 00:31:58,541 --> 00:31:59,875 - (ELEVATOR DINGS) - All personnel... 432 00:31:59,875 --> 00:32:01,333 - Come on. - ...report to your nearest 433 00:32:01,333 --> 00:32:03,583 time door evacuation point. 434 00:32:04,000 --> 00:32:05,208 SYLVIE: Come on! 435 00:32:05,208 --> 00:32:08,208 WOMAN ON PA: TVA code 1127. 436 00:32:08,750 --> 00:32:13,375 All personnel, report to your nearest time door evacuation point. 437 00:32:14,541 --> 00:32:15,916 - MISS MINUTES: Access denied. - Loki? 438 00:32:15,916 --> 00:32:18,541 - LOKI: Sylvie. You okay? - Yeah. I just hate that clock. 439 00:32:18,541 --> 00:32:21,000 - She's trying to slow us down. - Take the stairs. 440 00:32:22,416 --> 00:32:24,583 WOMAN ON PA: Total Loom failure imminent. 441 00:32:28,166 --> 00:32:29,750 - (RUMBLING) - (METAL WARPING) 442 00:32:35,791 --> 00:32:38,708 Okay, that sounds like a noise you wanna hear from farther away. 443 00:32:39,250 --> 00:32:41,250 O.B.: We're running out of time. Come on. 444 00:32:41,833 --> 00:32:46,291 WOMAN ON PA: All personnel, report to your nearest time door evacuation point. 445 00:32:46,291 --> 00:32:49,166 TVA code 1127. 446 00:32:49,166 --> 00:32:50,333 LOKI: There's still time. 447 00:32:50,333 --> 00:32:54,083 All personnel, report to your nearest time door evacuation point. 448 00:32:54,083 --> 00:32:56,916 (DRAMATIC MUSIC PLAYING) 449 00:33:07,125 --> 00:33:10,458 MISS MINUTES: Access denied. Access denied. 450 00:33:10,458 --> 00:33:12,125 Access denied. 451 00:33:16,625 --> 00:33:19,083 - Pretty tech-savvy. - (MACHINERY WHIRRING) 452 00:33:23,541 --> 00:33:25,875 - (PANTING) - (PHONE RINGING) 453 00:33:29,583 --> 00:33:31,458 - (DEVICE BEEPING) - LOKI: No. 454 00:33:41,458 --> 00:33:44,125 (PHONE CONTINUES RINGING) 455 00:33:47,041 --> 00:33:48,541 (ELEVATOR DINGS) 456 00:33:49,500 --> 00:33:50,583 Come on. 457 00:33:53,125 --> 00:33:54,125 (STRAINING) 458 00:33:57,916 --> 00:34:00,416 - (PHONE CONTINUES RINGING) - (SIGHS) 459 00:34:43,500 --> 00:34:45,541 (PANTING) There you are. 460 00:34:45,833 --> 00:34:47,666 (GROANS) 461 00:34:58,833 --> 00:35:01,333 (BOTH BREATHING HEAVILY) 462 00:35:08,250 --> 00:35:10,375 I promise you this will make sense. 463 00:35:10,791 --> 00:35:12,541 - Huh? - (TELEPHONE RINGING) 464 00:35:29,250 --> 00:35:31,583 (PHONE CONTINUES RINGING) 465 00:35:45,458 --> 00:35:46,458 Hello? 466 00:35:46,458 --> 00:35:48,958 About time. What's taking you guys so long? 467 00:35:48,958 --> 00:35:50,125 O.B.? 468 00:35:50,375 --> 00:35:52,416 (RUMBLING) 469 00:35:54,583 --> 00:35:57,250 - Hurry. - Miss Minutes is sabotaging everything, 470 00:35:57,250 --> 00:35:59,416 - slowing us down. - What? 471 00:36:00,791 --> 00:36:03,791 I could take her offline if I reboot the system. 472 00:36:03,791 --> 00:36:05,708 Yeah, yeah, yeah. Reboot the system. 473 00:36:06,541 --> 00:36:08,875 - But we'll lose the entire safety system. - So what? 474 00:36:08,875 --> 00:36:10,375 What are we gonna lose? 475 00:36:10,375 --> 00:36:12,125 O.B.: The security protocols will go down. 476 00:36:12,125 --> 00:36:13,458 MOBIUS: Like what? 477 00:36:13,458 --> 00:36:16,708 Like the dampeners that prevent people from using magic at the TVA. 478 00:36:16,708 --> 00:36:18,833 We would have to turn that off too. 479 00:36:20,291 --> 00:36:21,416 - Turn it off! - Turn it off! 480 00:36:24,125 --> 00:36:28,916 This is where the Multiplier goes. 481 00:36:29,291 --> 00:36:31,708 - As I said, we haven't much time. - BRAD: He's stalling. 482 00:36:31,708 --> 00:36:34,791 - I need one of... - We understand how it works. Now... 483 00:36:36,375 --> 00:36:37,958 Well, that's getting worse. 484 00:36:37,958 --> 00:36:41,250 MISS MINUTES: That's not another power surge. Let me investigate. 485 00:36:42,250 --> 00:36:46,625 (STUTTERING) Someone's trying to reboot the system. I can't access it. 486 00:36:46,625 --> 00:36:48,833 I'm being locked out. 487 00:36:49,333 --> 00:36:51,916 Well, mocking is... just isn't necessary. 488 00:36:51,916 --> 00:36:55,250 They're up to something. What's happening to you? 489 00:36:55,250 --> 00:37:00,083 They're taking me offline. I'm losing my cognitive facilities. 490 00:37:00,083 --> 00:37:01,666 I only have moments left. 491 00:37:01,666 --> 00:37:05,041 Victor, I need to tell you... tell you... 492 00:37:05,041 --> 00:37:08,500 (WARBLING AND STUTTERING) 493 00:37:10,875 --> 00:37:12,250 You'll never be him. 494 00:37:15,666 --> 00:37:18,666 Hi. I'm Miss Minutes. (STUTTERING) And the time... 495 00:37:24,458 --> 00:37:25,583 Oh, dear. 496 00:37:29,708 --> 00:37:32,875 - Oh. That's new. - Go. 497 00:38:04,125 --> 00:38:06,041 LOKI: What do you say, X-5? 498 00:38:06,041 --> 00:38:07,583 Fancy a rematch? 499 00:38:13,458 --> 00:38:14,500 TIMELY: Clearly not. 500 00:38:25,416 --> 00:38:28,333 RENSLAYER: X-5, what's going on? 501 00:38:31,583 --> 00:38:34,666 This is cozy. (EXHALES) 502 00:38:35,541 --> 00:38:36,833 Come here for a second. 503 00:38:36,833 --> 00:38:39,541 - Come here. Come here. Come here. - What is going on? 504 00:38:41,208 --> 00:38:43,250 I didn't think I'd see you again so soon. 505 00:38:44,875 --> 00:38:47,000 - Victor! Let's go right now. Now! - What? 506 00:38:47,000 --> 00:38:48,666 LOKI: Let's go. Go, go, go, now. 507 00:38:52,708 --> 00:38:54,833 - Which way, wizard? - This way. Elevator. 508 00:38:55,416 --> 00:38:56,416 You saved my life. 509 00:38:56,416 --> 00:38:58,250 Time for you to return the favor. Let's go. 510 00:39:09,916 --> 00:39:12,541 - O.B., he's here. - Come on. Hurry. Right here. 511 00:39:12,541 --> 00:39:14,958 - Victor, this way. What do we need to do? - Over here. 512 00:39:14,958 --> 00:39:17,750 The Throughput Multiplier is waiting in the airlock. 513 00:39:17,750 --> 00:39:20,500 But first, we need Mr. Timely's Aura scanned 514 00:39:20,500 --> 00:39:22,208 so we can get the blast doors open. 515 00:39:22,208 --> 00:39:24,833 - Okay, let's go. - Just put your head in the scanner. 516 00:39:26,791 --> 00:39:28,041 Is that safe? 517 00:39:28,041 --> 00:39:30,250 I haven't tested it. Theoretically... 518 00:39:31,125 --> 00:39:32,125 LOKI: It's all right. 519 00:39:33,125 --> 00:39:34,583 You'll be fine. 520 00:39:37,458 --> 00:39:39,583 - Here, let me hold those. - Sir. 521 00:39:42,875 --> 00:39:43,916 (INHALES SHARPLY) 522 00:39:48,416 --> 00:39:50,541 MALE AUTOMATED VOICE: Welcome, He Who Remains. 523 00:39:54,166 --> 00:39:55,708 TIMELY: Can I come out? 524 00:39:57,250 --> 00:39:58,500 You did it. 525 00:40:04,250 --> 00:40:05,666 O.B.: It's worse than I thought. 526 00:40:06,833 --> 00:40:08,416 We have to move fast. 527 00:40:08,958 --> 00:40:10,041 Who's it gonna be? 528 00:40:10,041 --> 00:40:12,833 I'll do it. I'll put the suit on. 529 00:40:12,833 --> 00:40:15,375 MOBIUS: Okay, let's go then. HUNTER B-15: Come on, let's move. 530 00:40:15,375 --> 00:40:19,333 TIMELY: Wait. It should be me. 531 00:40:19,333 --> 00:40:21,041 LOKI: No, you don't have to do this. 532 00:40:22,416 --> 00:40:23,541 But I do. 533 00:40:25,625 --> 00:40:27,750 Something wrong could happen 534 00:40:27,750 --> 00:40:31,416 and I know how the Throughput Multiplier works. 535 00:40:35,000 --> 00:40:36,500 - Okay. - Okay, let's go. Come on. 536 00:40:36,500 --> 00:40:39,041 Okay, okay, no time to argue. Hurry. Come, follow me. 537 00:40:39,541 --> 00:40:42,333 Listen. Get in, get suited up. 538 00:40:42,333 --> 00:40:46,041 When those doors open, get down the gangway as fast as you can. 539 00:40:46,041 --> 00:40:49,416 Load the Multiplier, launch it and get back. Got it? 540 00:40:49,416 --> 00:40:50,750 Got it. 541 00:40:51,708 --> 00:40:53,541 - Okay. - Okay. 542 00:40:55,416 --> 00:40:56,625 Time to be brave. 543 00:40:57,708 --> 00:40:58,750 Good luck. 544 00:41:02,125 --> 00:41:03,458 Time to be brave. 545 00:41:06,583 --> 00:41:07,583 How long will he have? 546 00:41:07,583 --> 00:41:09,208 - O.B.: Not long. - He'll make it. 547 00:41:09,208 --> 00:41:11,333 Yeah, I don't know about these radiation levels. 548 00:41:11,333 --> 00:41:13,666 - It's worse than when I was out there. - He'll make it. 549 00:41:13,958 --> 00:41:15,208 (GRUNTS) 550 00:41:20,250 --> 00:41:22,750 - Ready. - Come on, let's go, let's go. 551 00:41:22,750 --> 00:41:25,708 - HUNTER B-15: Come on, let's move. - Here we go. 552 00:41:27,833 --> 00:41:29,166 (GRUNTS) 553 00:41:41,916 --> 00:41:43,333 (SCREAMS) 554 00:42:04,666 --> 00:42:06,041 What happened? 555 00:42:07,250 --> 00:42:09,000 What... Where is he? 556 00:42:09,583 --> 00:42:10,750 He's gone. 557 00:42:10,750 --> 00:42:12,791 - MOBIUS: What happened? - It's over. 558 00:42:12,791 --> 00:42:14,541 MOBIUS: What... HUNTER B-15: Is he dead? 559 00:42:14,541 --> 00:42:17,166 The Temporal Radiation is just too high. 560 00:42:17,166 --> 00:42:19,500 HUNTER B-15: What did we do wrong? CASEY: I don't know. 561 00:42:19,500 --> 00:42:22,083 MOBIUS: What happened? CASEY: I don't know. It wasn't me. 562 00:42:22,083 --> 00:42:24,083 - HUNTER B-15: What happened? - I don't know. 563 00:42:27,916 --> 00:42:29,208 I don't know. 564 00:42:33,500 --> 00:42:35,583 (EXPLOSION) 565 00:42:38,333 --> 00:42:41,708 (DRAMATIC MUSIC PLAYING)