Burke poses as a jewel thief and infiltrates a criminal syndicate planning to put New York City to sleep with gas introduced into all the steam mains. The crooks, Albert Indigo, Tucson the Cowboy, Charlie ""The Arm"" Segal, and Ziggy White, then plan to loot the entire city. With the finances for the plan suppied by foreign interests, the syndicate also intends to kill a few important, connected people. While planning takes place at the Villa Ruposa, ""Mr. I"" undergoes a senate hearing, after which he vows vengeance on Senator Burrows. With the aid of co-spy Ursula Prince, Burke learns about the entire operation, but a beautiful crook named Silkie kills Ursula so she can have Burke all to herself. Burke ultimately triumphs and gets word to the police, who wear gas masks to round up the gang.

Special Installation MX-3 in Washington, D. C. is protecting a renowned cryptographer and head clerk of a U.S. intelligence installation, Dr. Waldo E. Bannister, responsible for breaking the Manchurian Code. With his knowledge, expertise, and photographic memory, he is highly sought after. Deep in his brain are the files of twenty-one of the country's best agents, including Burke. In retirement, Bannister travels to the Isle of Tio Moro, a thieves market where the most unusual items regularly change hands and the home of the notorious Mr. Sin. Planning on selling his information, Bannister is instead captured by Mr. Sin, who plans to auction off Bannister's facts to the highest bidder, keeping the money for himself. Burke is sent to either retrieve Bannister off the island or kill him before he talks. Posing as a playboy who operates on the fringes of the law, Burke gains the confidence of Mr. Sin and plans to bid on Bannister.

Harlan O'Brien, Chief Security Officer at the nuclear power plant in the small town of Sorrel, is shot by a policeman after going berserk in a restaurant. After his death, Burke goes to investigate the death of his old war buddy and finds the townspeople all seem to be under some form of mass hypnosis. Expressionless, they refuse to discuss anything but their great loyalty to their town. Burke tries to uncover the truth about an orgnanization known as The Friends of Progress. The town leader, ex-Congressman Jed Hawkes, seems sane enough until he suddenly orders the citizens to kill Burke. A mob forms and they finally corner Burke in a laundromat. Five of the seemingly ""normal"" people enter with shotguns and come after Burke as the episode ends.

This episode continues the plot of Part 1.Escaping, Amos goes to see The Man and learns that he is wanted for murder. He returns to Sorrel and finds the secret that Harlan O'Brien knew: the town has been brainwashed by subliminal tapes broadcast from station KJHS. Hawkes is behind the entire scheme - he has stolen an atom bomb from the plant, piece by piece, and hidden it inside a statue in Washington, D. C. Burke allows himself to be arrested, then manages to get the zombie-like citizens to turn on Hawkes. The bomb squad finds the stolen atom bomb and successfully defuses it.