It’s a rare boring day at Torchwood. The group is playing a makeshift form of basketball as Ianto enters. They soon finish up and exit to get drinks, leaving Ianto alone. He orders a couple of pizzas and soon after, Dr. Tanizaki, a Japanese cyberneticist arrives.

Ianto escorts him down to the lower levels of Torchwood and shows him a cyberwoman – half human, half mechanical. Her name is Lisa and she is Ianto’s girlfriend that he rescued from the destruction of Torchwood One during the Cybermen invasion. The Cybermen were desperate for troops so they started converting humans instead of transplanting their brains. The doctor wonders how Ianto knew how to hook her up and it is then that Lisa awakens and tells him that she instructed him on what to do. Ianto wants the doctor to find a way to revert her back to being human again.

They move her up to the autopsy bay and Tanizaki is able to get Lisa breathing on her own. Before they can do anything else, Ianto is alerted that the rest of Torchwood is about to return to the hub to investigate a possible UFO over Cardigan Bay. Ianto sends Tanizaki and Lisa back down to the cyber room while he tries to cover up. As Tanizaki assists Lisa, Lisa turns on him and puts him into the conversation machine and activates it.

Once Lisa activates the machine, Torchwood experiences a power drain. Jack tells Tosh to investigate but Ianto heads them off, claiming the generators have been acting up all day. He tells them he’ll go down and take another look. When he gets to Lisa, he is greeted by the dead Tanizaki, cybernetic parts attached to various parts of him. Lisa claims his “upgrade” didn’t work on him. Ianto disposes of the body.

Tosh find two life signs in the basement after the power drain. They know one is Ianto, but who is the other? Jack thinks they have been infiltrated and the team arms up. Gwen and Owen go down to find Ianto. Tosh finds that someone has deleted internal CCTV records and removed some images. She does find one of Ianto and Tanizaki.

They enter the conversion room and Owen is astonished, shocked, and dismayed at the sight of the conversion unit. Owen tells Jack who tells them both to get back up to the main floor. Before they can do anything, Lisa knocks Owen out and puts Gwen on the conversation unit. Jack heads down to them and tells Tosh to activate lockdown if he doesn’t hear from her in 15 minutes.

Jack enters and is about to shoot Lisa when Ianto pushes him against the wall. Lisa escapes. Tosh powers down Torchwood and puts it in lockdown just as the unit is about to have its merry way with Gwen. Jack turns his gun on Ianto and the three head up the stairs, an unconscious Owen on Jack’s shoulder.