In the mysterious town of Marrisville, the last man on Earth finally finds true romance. Unfortunately for Yorick, it's not with his beloved girlfriend, who's still trapped on the other side of the planet! Meanwhile, Agent 355 reveals a shocking secret...
Dr. Mann treats the unconcious Agent 355 and hears a major confession. Yorrick has a very nice and long conversation with Sonia from town and he finds out their big "secret." The Amazons arrive.
Hero tells Victoria that the man they are looking for is her brother. Her fanaticism for the hunt cools until Victoria punches her in the face. Victoria spouts her anti-men rhetoric and brings Hero back around to seeing Yorick as nothing but a poisonous man.
In Marrisville, Dr. Mann announces that Agent 355 will be okay. Yorick is relieved and decides to clear his mind by accompanying Sonia out to gather some firewood in anticipation of the cold night. Before they leave, Tess takes Sonia to the side and warns her not to disclose their secret to Yorick.
Yorick and Sonia get to the lumber pile and continue to find things similar between the two of them. Yorick gets close to the subject of the town's secret and Sonia quickly changes the subject. Things get a little heavy and Yorick ends up kissing Sonia. She feels incredibly guilty. She feels he is too good for her and admits that she, as well as the rest of the town, are ex-convicts.
While the two are gone, Agent 355 talks in her sleep. She unknowingly admits to Dr. Mann in wanting Yorick.
Yorick storms back into town and outs the women of Marrisville. The admit to being ex-cons. Then Hero walks in and demands Yorick go with her.