Satchmo eagerly leaped into the back seat of the Taurus. Elizabeth helped the big dog get buckled into his pet safety harness. Sitting on the edge of the seat, she dialed Peter.

"He'll be so glad you're all right Satchmo. You gave us a scare there."

The phone rang and a strange man's voice answered. Frowning, she asked "who is this?"

"Someone who'd be real thrilled to meet you honey."

Elizabeth frowned, fear rising in her. "Where's Peter?"

"Who?"

"This is his phone you're answering."

"Oooh. The Fed. He's all tied up right now. I'll let him know you're thinking of him...maybe you and I could talk instead...voices murmured in the background and the phone disconnected.

Satchmo whined, sensing her distress. Elizabeth stared at the phone. Maybe Peter had lost it. Some practical joker had picked it up. Her stomach knotted. She dialed his office. His extension gave her voice mail. "Honey, call me."

She dialed Neal's number next. Maybe he would know what was going on.

"Is Peter with you? I can't get through on his cell."

"No, why?" She heard concern in his voice. She knew he'd picked up on her anxiety.

"Well, do you know where he was going?" Elizabeth demanded.

The backgroung office noises were the only response for a long instant. "He went to interview someone."

"Where?"

Hesitation. Neal was debating lying, she could feel it. "The prison. Supermax. The one I was in. But really, he probably just had his phone pickpocketed."

Elizabeth felt her hands start to shake. "Are the inmates supposed to be able to get that close?"

This time the answer took an eternity. "Let me call over there and check before we start worrying, okay? I'll get right on it."

Elizabeth closed her eyes, hung up and turned to look at Satchmo. Then she got in the car and drove to the office. If she was overreacting Peter would have a nice surprise. If she wasn't...she couldn't help but notice Neal had avoided answering her question.

Neal Caffery ambled into Peter's office for privacy and started making phone calls. He started with the warden's office, wondering in amusement about the man's reaction to hearing who was calling. He'd been pretty upset about Neal's escape-it made him look bad. It had come as no surprise when he went back to find his cell stripped. Bread and water treatment-figuratively at least. Keep you healthy but no entertainment, not even a book. He hadn't blamed them really, but he hoped they wouldn't take it personally either.

But the warden didn't answer. Neal tried other numbers, the vague concern he'd felt at Elizabeth's call growing into a knot in his own stomach. He finally tried a phone the inmates had access too. A voice answered and party noises echoed in the background. "Yeah, who you looking for?"

Neal blinked rapidly, processing. "Joey Figra there?"

"He was killed three years ago."

"Ohhh....sorry to hear that, he was a friend...lost touch."

The voice grunted and hung up. Neal sat back and stared wide eyed at the phone.

Looking out the window of the glass office he noticed Hughes glaring at him. He started toward him, probably to reprimand him for something. Then Elizabeth strode in and looked around. She went up to Lauren and Jones. Neal rose and went out, meeting Hughes half way.

"Caffery, what do you think you're doing in there?"

"Looking for Peter."

"It's a glass office. You can see he's not in there."

Neal hesitated, Elizabeth looked over and saw him. Her eyes were worried. She came up to them.

"Have you found him?'

Hughes frowned. "Peter's interviewing a convict."

"A stranger answered his phone."

"Could be he lost it. Is this an emergency?"

Elizabeth just looked at Neal. He knew she could see right through him, her fear stoked his. "No-one is answering in the prison. I tried every number I could find and only one got an answer..."

"And?" Hughes demanded. By now Cruz and Jones were looking up as well.

"It was one of the cellblock phones. The ones the inmates had access too." Neal hesitated again. "It sounded like a party was going on or something."

"People in prison don't have reason to party." Hughes stated.

Neal looked him in the eye. "No. They don't."

It still took time before law enforcement in general realized they had lost touch with the prison. Neal had Mozzie try a few numbers and he came to the same conclusion: the inmates were in charge. They'd apparently had outside help for that, but all did not go as planned. The outside help had cut communication but been taken out by the guards before they could open any doors.

By now Neal's insides were doing sympathetic flutters. It took all of his con artist skills to tell Elizabeth everything would be fine, even then he doubted he convinced her. The truth was an FBI agent made a great hostage. There were people in there who hated cops and fbi agents. So Peter was in a hot spot: the only thing protecting him was hostage value. Meanwhile an army of law enforcement got ready to storm the place in what could only end in a blood bath. The inmates made demands for escape vehicles. Neal closed his eyes, shaking his head, knowing it would never happen. Those in charge may pretend, but they would never give into the demands. They'd end up charging in, shooting everyone in convict orange in the way. Neal shivered. He could've been one if Peter hadn't taken him out. He'd be one of the masses not involved but caught in the middle.

"This is never going to work." Cruz noted. "They can't really think it'll still work, without their outside allies."

"Their committed. The guys leading the charge doesn't care if it makes sense." Neal remarked gloomily. The sky was overcast, reaching toward nightfall. The area was flooded with every law enforcement agency the region.

"You broke out. Can't you break in and get Peter and the others out?"

Neal turned and gaped at Elizabeth.

Cruz blinked. "You want him to break INTO prison?

"Oh no, you're right it's too dangerous..." Elizabeth frowned, stroking her big dog urgently and staring at the distant prison.

Cruz and Jones looked at her and then at him. The world vanished around him as Neal let his mind spin with memories, options, possibilities. Ideas he'd come up with but never used, rejected, or just plain didn't bother with. When Kate left, he'd already had a few choice ideas on how to leave. He'd just never been sufficiently motivated to try them. Leaving would be easy for him. But living on the run after the fact, either for the rest of his life or until caught and years were added was another matter entirely.

"Now that you mention it...I might be able to come up with something..."

He wouldn't consider doing it for anyone else. But for Peter and Elizabeth...if it weren't for Peter he would be in the middle of all that right now anyway.

"Do we have a map? Blueprints?"

"Yeah." Jones called them up and Neal poured over them.

"I'm sure the higher ups would be thilled to see Neal Caffery of all people granted access to prison blueprints."

Jones looked up, startled, at Cruz's remark. He glanced at Neal. "You ARE looking for something specific right?"

"The best point to dig in."

Jones and Cruz exchanged a glance.

"That would take too long."

"Not if its already dug."

Lauren's eyebrows shot up.

"There's kind of a...prison legend. This guy had a buddy who got access to the plans and was digging into break him out, only he got killed before he finished. No-one, even the guy being broke out had all the details on where it was."

"Like an urban myth. I can see why that would be the talk of the prison though." Jones had an amused smile.

"I know it's a long shot. But they're watching all the 'official' ways in." Neal pointed out.

"Got anything after you find it: assuming it exists?"

"Let's just find it first."

They narrowed it down to a spot where the sewers and pipes went in. Cruz, and Neal went hiking. Elizabeth joined them with Satchmo. They were well back from the walls, so there wasn't much risk. There were still guards in the towers, trapped there, but armed so the bad guys didn't have access.

Satchmo proved useful, he quite literally fell in the hole. Neal ducked in and moved a way down the tunnel. "Wow. This is great. It goes right to a wall. They were really close."

They phoned Jones and told him.

"So we just need to get the through the wall without anyone hearing." Lauren said.

"What's the next step?" Elizabeth turned and they hiked back to where Jones was following them on the computer.

"We figure out what to do once we're in." Lauren said.

Neal's tracker did have some good uses, Jones used it's GPS and overlaying the map with the prison blueprints. They shared the info with Hughes, who passed it onto those in charge. But the talk now was not encouraging.

Neal paced back and forth listening. The powers that be were still focused on storming the place if negotiation failed, albeit now through a tiny escape tunnel. His hands were sweaty as he glanced at where Elizabeth sat, tension lines in her face. Their eyes met and they shared a pained look. This couldn't end well.

He went to Hughes. "Wouldn't it be better for someone to sneak in and scout? Blend in? Maybe even lead out our people?"

"They'll be guarded. But the scout idea isn't bad..."

"Guards can be redirected. And if they've got any sense, they'll have put them in the prison jumpsuits. That way if you storm in, you can't tell your own people apart. Works both ways, get them out they might blend with the inmates long enough to get to the escape tunnel."

Once the idea was raised the numerous people volunteered to go, but they all had flaws. The cops all looked like cops, whatever the branch of law enforcement. No time to grab an experienced undercover operative. A guard would be good, because they'd know the way around, but they didn't have skills at blending in under cover, plus they might be recognized.

Neal's hands were cold and his stomach hurt. A headache threatened to flatten him. He knew what the answer was. It was obvious. It was also insanely dangerous and for him a possible no win scenario. Even if he pulled it off...he was constantly being threatened with being thrown back in prison. If the guys in there found out he'd aided in overthrowing the insurrection, he didn't like to imagine what they'd do if they got there hands on him. Of course, to be fair he might be saving their lives. Without the hostages they would probably stand down. There were plenty of non violent sorts like him in there who were looking for a bunk to cower under until the vicious ones were dealt with. But he knew they'd never see it that way. To them, he'd be a traitor.

Nonetheless, he sucked in a deep breath and turned to Hughes.

"I'll do it."