- "I told you, the first night we met: Vampires often turn on those they love the most"
- ― Bill Compton, to Sookie Stackhouse[src]
Bill calls Jessica and lets her know he will be out of town and that she is free to use his home. Eric is seen in the background cleaning up Nan's bloody mess with vampire speed. Bill begins to help Eric scrub the floor when he suddenly feels Sookie is in danger. But Eric stops him, saying to forget about Sookie as she dumped both of them. So Bill continues cleaning, but feels her danger again and then gives in.
He speeds out the house and is pinned down by an Authority task force. Eric attempts to escape but he too is pinned down. Bill and Eric are tossed into the trunk of a car. Inside the trunk Bill and Eric devise a plan to escape. Eric reaches behind him and grabs an umbrella. He pokes a hole in the cars gas tank and the two find a way to make a fire to blow up the car.
Bill has a metal plate from the car jabbed into his shoulder by the explosion. Eric comes to him and refuses to leave him. One of the vampire kidnappers walks out from the fire. Bill and Eric get ready to fight him but the kidnapper is suddenly destroyed by Nora, Eric's "sister". Nora is a double agent and planned to have Bill and Eric kidnapped to help them escape The Authority.
Nora leads them to a dock and they go to ground in a Cargo Bed. The next night they meet a group of vampires. There Bill and Eric receive new identities from Cat Ingerslev. Bill is now to go by "Marcelus Clark". Suddenly the vampires around them begin to die and the Authority task force surrounds Bill, Nora, and Eric. ("Turn! Turn! Turn!")
Nora, Bill and Eric are transported to an unknown facility. Salome meets them as they are unloaded from the armored truck used to transport them. She takes them down to private cells and locks them inside. They are questioned via a camera/monitor on the ceiling.
Eric asks Bill what they should do now that they are locked away. They then discover Nigel Beckford, an insane, baby-eating vampire who is also locked inside the cells. During interrogation Bill says that Nora and Eric are both innocent. With the Authority believing Bill is lying, they use a UV light machine to burn all of them. They all keel over in agony until the lights are shut off.
They are separated and tortured. Bill is taken before Dieter Braun. In the next room, Eric is undergoing the same interrogation by Salome. Salome tells Eric that Bill has been freed for his cooperation and that he'll be reinstated as King. Eric doesn't buy it, and simply says "Long live the King", then gets more silver injected into him.
Eric and Bill are lead into a room with the Authority. Roman enters from a side door. Before speaking to them, he holds a type of communion with the blood of Roman, which he takes from his own wrist to symbolize that of Lilith's. One by one, he drops a blooddrop into the mouths of each member. After the ceremony, Roman turns to Bill and Eric, stating he hates to meet under these circumstances. Nora is pulled out of the room, and Eric shows he wants to help her, yet he is bound and cannot. Roman sits and starts to discuss the errors they have made. The launcher used on main street, the fight breaking out between vampires and humans during the Festival of Tolerance. He tells them that they are the Authority, just as Nan was. He then tells them they will see the True death. Roman also asks about the Sanguinista movement. Bill says he knows nothing about it, and Eric says he tries to stay out of politics.
The Authority has a meeting before them. They all believe they should meet the True death. Roman says that mainstreaming is the only way to live. That they must co-exist with humans. Salome opens a briefcase and pulls out a stake for Roman. Bill speaks up when asked if they have any final words. He says he will offer up an exchange. "Our lives in return for Russell Edgington." Roman was told by Nan that Russell was dead but Bill assured him that Eric and he put him in the ground and did not kill him. Eric adds that Russell has broken free. Whether they live or die, the Authority will find out soon enough. Bill says that Russell will obliterate the Authority's cause. Roman, in vampire speed stands behind Bill with a stake. Angry that he allowed the happenings with Russell. Eric yells out "quiet!", and that he was the one who did it. Roman is mad that Bill, a king, allowed it. Roman pulls back and says he cannot go on personal desires. Bill states that Russell will stop at nothing to kill Eric and Bill, and when he does, Roman will be there to put an end to him as they should have. ("Authority Always Wins")
The Authority continues to debate what to do with Bill and Eric for leaving Russell Edgington alive. Roman assures them that he will take their opinions under advisement and sends them away, except Salome. Roman reveals to Eric and Bill that Russell has become a "poster boy" for Sanguinistas for what he did on public television. Roman makes it clear to them that he will not see mainstreaming ruined by one ancient, pissed off psychopath. Bill and Eric assure him that they understand and promise to bring Russell in or die trying. Roman dismisses them.
Molly, a bubbly vampire, requests for Bill and Eric to remove their shirts and places a device on them called the iStake. It is firmly strapped around their torsos and centered over their hearts. Molly tells them that the indestructible devices will pierce their heart faster than a bullet with the click of an application on her iPhone. She warns that attempting to remove the iStake will also trigger it.
Salome has Bill brought down to the Authority's basement. As they walk, Salome asks Bill if he knows who she is. Bill reveals what little details he knows, but Salome warns him not to believe everything in the Bible. Salome revealed that the Bible made her a convenient villain and a symbol for the dangers of female sexuality, but in actuality she was merely a girl with a troubled family. Bill then asked if she actually did ask for a man's head on a silver platter, and she said it was only politics. She further revealed that John denounced her mother's re-marriage to her uncle, the King. Wanting him silenced, she took advantage of her new husband's fondness for teenage virgins and traded Salome's body for revenge. Bill then asked about the dance of the Seven Veils, and Salome said she was wrapped sheer scarves when she was delivered to her uncle's bed where the supposed 'dance' began. Salome then reveals that she has been following Bill's upsurge for centuries and admires that he continues following his heart, something that vampires rarely do. Salome reveals that she wants to help him. When Bill asks why, Salome admits that something about Bill moves her, and that after two thousand years, she has learned to trust that feeling. When she asks Bill if she can trust him, Bill says how he can prove it when she already has his life in her hands. She said perhaps by letting him take her life with his. Bill then pins her against the wall and has sex with her.
Bill and Eric are seen in an elevator. Eric attempts to gloat about sleeping with Salome to Bill. Bill smiles, hinting of his sexual encounter with Salome before Eric. Eric wonders what she wants from them. When the elevator doors open, a group of guards are seen waiting for them.
In her coffin, Pam dreams of an encounter with Eric, Lorena Krasiki and a young Bill at her brothel just before she was turned. In one of the rooms, Lorena and Bill are shown feeding on one of Pam's girls. Eric walks in and stops them both. Bill attempts to stake Eric and Eric easily stops him. Amused, Eric introduces himself. Bill once again attempts to attack Eric, but Lorena stops him. Lorena pleads with Eric that Bill is still new and does not understand his vampire lifestyle yet. Eric notes Bill's bravery and loyalty to Lorena, as well as his surprising strength for a newborn. Eric also mentioned that killing a newborn that shows such promise would be a shame simply because his Maker did not teach him to respect elder vampires. Eric demands that Lorena apologize to Pam. Pam extorts five hundred dollars for each girl they drained. Bill rushes out and Eric warns Lorena to control him. Lorena follows Bill and Pam pays her debt by sleeping with Eric. Pam is shown back in her coffin in the present day, still sleeping as bloody tears begin to fall. ("Whatever I Am, You Made Me")
Bill and Eric climb out of the back of a jeep on a deserted back road. The guards that dropped them off throw them a set of car keys and drive off. Bill and Eric discuss who could have freed Russell Edgington. Eric says only four people knew where he was, him and Bill included. Bill hits the key's alarm to locate the car and tells Eric that he'll drive. They go to Fangtasia and close the bar early to wait for Pam to return. When she arrives Pam shakes with relief seeing her Maker back. She says that no apologies are necessary between them and asks if they can let bygones be bygones. Pam notices that Bill is also present and explains that Tara is her progeny. She tells Eric that he is a grandfather. Disinterested, Eric asks Bill a moment alone with Pam. Bill takes Tara with him to the offices. Bill tries to reassure Tara about her new life and asserts that her impulses to kill herself will pass. Giving her a bottle of Tru Blood, Bill asks if Sookie knows and if she's safe. Tara says that she does know, but that he needs to stop worrying about her above everything else and that he needs to move on. He asks again if she's safe. Tara says she is, as always, and that there's always someone there to take a bullet for her, like Tara did.
Eric walks into his office, and Tara calmly leaves. He tells Bill that Pam is innocent. Bill asks if Eric told anyone else about Russell, including his sister, offending Eric. Bill tells him that Russell is a great martyr for the Sanguinistas and if Nora is behind this, then Russell would be very useful to her cause. Eric says if she was planning something he would've known about it and even then he wouldn't give her Russell. Eric then asks Bill if he told anyone, including Jessica. Bill says that if he did, he would have gone to her first. He then suggests they go to ground and keep searching the following night.
Bill and Jessica search his office for listening devices. Jessica asks if Bill is still the King of Louisiana. Bill responds that he is until he either meets the true death or the Authority change their minds. Bill finds a marijuana roach on the coach and holds it up Jessica. She nervously states that she had a few friends over, but no one was eaten or drained. Bill smiles and says that it is her home too and that she can take care of herself. He then sniffs the roach and says that it was low quality. Jessica smiles as Bill continues his search. She asks him if he is going to go see Sookie, explaining that she has had a rough time because of Debbie and Tara. Bill says that Jessica has already taken care of Sookie's problem by glamouring Andy, but to not make a habit of doing that for her. Jessica says that Sookie is falling apart and asserts that Bill and Sookie is different than Sookie and anyone else. Bill hugs Jessica and says that she should take care of herself first. Looking at her, he tells Jessica that he has done well as a Maker. Jessica smiles as Bill walks away.
Bill is watching Sookie making out with Alcide from outside her window. Eric arrives and says that they should be looking for Russell. Bill says that they are and believes Sookie can be useful in their search. Eric says Sookie might not want to help, but Bill says they won't give her the choice. ("We’ll Meet Again")
Sookie and Alcide are making out on her couch. Alcide picks her up, takes her upstairs and both begin to undo their clothes. Once Sookie's shirt comes off, Alcide proclaims he's been waiting a long time to sleep with her. Sookie suddenly throws up on Alcide's shoes. Bill and Eric stand idly by Sookie's door with Eric teasing Alcide about knowing how to treat a lady.
Sookie is sitting at her table with Bill and Eric while Alcide is cleaning his boots in the back. Bill requests Sookie to try and read the mind of Doug, Alcide's employee who was glamoured after Russell was freed. Alcide says he doesn't want Doug mixed up in vampire business, saying fangers bring nothing but trouble and death. Eric retorts that they don't need his permission. As they argue about the current situation with Russell, a still drunken Sookie then begins to hear all three men bark like dogs and starts to laugh. When they stop and realize, Sookie apologizes and admits that she felt if she makes the right choices, her life would go back to normal. She then realizes that it's not going to change and accepts her life would always revolve around the supernatural. She grabs her jacket and goes with Bill and Eric to hunt Russell, Alcide also joining along.
Bill, Eric, Alcide and Sookie show up to meet Doug. Sookie asks if she could read his mind and he lets her. While he says he doesn't remember much, Sookie sees his thoughts and a woman approaches him but Sookie can't make out who it is. She then sees another of Doug's thoughts of this woman digging Russell out with her hands. A terribly weak and blood deprived Russell is seen being held and Sookie notices the woman wearing the same pendant the Authority wears. She tells this to Bill and Eric, and Bill accuses Eric of telling Nora about Russell, to which Eric promptly denies. Bill continues accusing Nora of freeing Russell and Eric deems it absurd, considering the great lengths Nora went through to free them both.
Eric and Bill argue in the back of the truck. Bill wonders if Nora orchestrated in saving them both to deliver them to Russell. Eric asks Bill why he thinks she would to that. Bill says Russell can be a powerful ally to her cause, though he would never do it for free and if Nora were to serve them both to Russell then she can negotiate with him. Eric continues to ensure that Nora's not behind this and tried to help them, but Bill refuses to believe that. Eric says he's being paranoid. Bill retorts in questioning why Nora's still alive. Eric says he doesn't know. Bill says Nora is a traitor and a liar just like her brother. In anger, Eric exposes his fangs and demands that Bill take back his words. Bill, also showing his fangs, suddenly gets a phone call. Molly tells them their iStakes have been activated to go off at dawn. As they approach an abandoned asylum, Bill attempts to have him and Eric split to try and find Russell and tells Sookie she can wait outside with Doug and Alcide . Sookie deems that a poor idea and says it's best they stick together, considering her powers are the only thing that seem to have a success rate against Russell.
The search for Russell in the asylum continues. Alcide announces that they're being watched and a terrified Doug runs. He enters a room where living humans are hanging on chains, though most were out cold. One of the humans screams as Doug walks in and begs that it's not his turn yet because he's too skinny. Bill asks where they were taking the humans and the man said down the hall is where he could hear the screams. Eric and Bill head that direction with Sookie and Alcide behind them.
Eric and Bill approach Russell's room. Russell, now fully healed, wonders what took Eric and Bill so long. Eric approaches and asks Russell if he remembers him and says they've come to finish what they started. Russell says that, like his old lover Talbot used to tell him when they went buck hunting: "Give it your best shot." ("Let's Boot and Rally")
Alcide is being dragged away by a wolf before he can transform and take it on. Wolves also attack Eric and Bill, leaving Sookie exposed. A still-weak but hungry Russell closes on Sookie, and is about to bite her when she suddenly manifests balls of faerie light from her hands, sending him flying against a wall. Before he can recover, Eric and Bill subdue their wolf attackers and Eric grabs Russell by the throat. Before he can end him, Bill comes up behind Eric, holding him at bay with a stake. He proposes that they take Russell alive, reasoning that if they succeed in bringing him in, the Authority might spare them. Eric doesn't believe him. Before Eric can answer, the Authority's strike team, lead by Councilman Kibwe, swarms the building and tells the group that they'll take over from that point.
Russell hurls curses at the Authority's team and Kibwe. He assures them they'll have to pay once he's fully restored. As Russell is being led away Kibwe asks Bill and Eric why Sookie and Alcide are there. They make up a story about finding them and Doug along the way. Kibwe says they know too much, but Bill assures them that they'll be glamoured. The councilman agrees, leaving one of the team behind to witness it. Bill goes to Sookie and tells her to look him in the eyes. Bill tells Sookie that she'll remember nothing of the night, nothing of him or Eric. It will be as though they never met, Bill tells Sookie. But Bill is only pretending to glamour her, because as a fairy Sookie is not susceptible to it. Bill tells Sookie to live her life as she was meant to live it, in the sun with others like her. As a human.
Councilman Kibwe puts Bill and Eric into the back of a truck and tells them that the Authority will be pleased that they captured Russell. They ask if this means they'll be pardoned, and the councilmember tells them it's in Lilith's hands.
Bill and Eric return to the council, where their harnesses are removed and Roman toasts them with rare, 18th century Austrian hemophiliac blood. Salome tells Eric that Nora confessed to being a Sanguinista while they were gone, much to Eric's surprise. Roman tells Eric and Bill that by delivering Russell to the Authority, they have proven to be with him. Bill plays along, but Eric will only say he's a "pacifist."
Bill is there to witness Russell's botched "execution". ("Hopeless")
After Bill, Eric, and the Chancellors witness Russell Edgington staking Roman to death, they prepare to attack, but are subdued by the Authority Police. Bill and Eric are put in a cell right next to Molly. She hasn't the faintest idea as to why the iStake that Russell wore would have malfunctioned and denies any part in the Sanguinista movement. Knowing Bill and Eric can eventually be swayed, Salome and Nora escort them to the meeting hall. It is revealed that they were both used to deliver Russell to them so Roman could be destroyed and the Sanguinistas could take over the Authority. While initially hostile, Bill and Eric agree to attend the initiation ceremony Salome and Nora have planned at the next sunset. Though uncertain as to whether he should partake in drinking Lilith's blood, Bill gives in and joins the others on a late-night human massacre in the French Quarter district of New Orleans. When Lilith manifests herself from a single drop of human blood, she sprays a mist of her blood in the air. The mist enhances the blood-lust in each of the vampires, with Bill feeding uncontrollably. ("In the Beginning")
The vampires crazy night comes to an end. They return to the headquarters with the majority of them still high and reveling in drinking Lilith's blood. Eric, who has sobered up, turns to Bill and asks him what the hell just happened. Bill mentions seeing Lilith. Eric isn't so sure, attributing what they saw to being high.
The vampires evaluate their evening. Russell says he feels "born again" and the rest of the group believes this is the beginning of a new way of life. Eric isn't completely on board saying that “I think I've had enough fun for one night” he asks Bill if he is coming. Bill shakes his head. Disappointed, Eric leaves the room.
Salome wants Bill to feed from a woman with her. Bill who is initially uncomfortable says he's not hungry. Salome asks why he never made his family like him. Bill flashes back to his daughter begging him to save her on her deathbed. Bill says no, telling her that "immortality is a curse". At first, Bill is horrified about hurting the woman as she admits she has children of her own, but eventually he caves in and starts to feed on the her. ("Somebody That I Used to Know")
Eric tells Bill that his Pro-Lilith act isn't going to work much longer. Bill seems to truly believe that there is a possibility that God is a vampire named Lilith. Eric reminds him that he is a mainstreamer at heart and tells him that they need to get off the compound. Eric says that they have to get some of Salome's blood in order to bypass the security doors. Eric wants them to leave the following day.
Bill and Salome are in bed together. She says that Lilith has chosen them to birth a new world. Bill is still unsure and asks what if he doesn't want to. Salome reassures Bill that what they are doing is for the best. They begin having sex and Bill sees her as Sookie and bites her. Then he sees her as Lilith. He holds her blood in his mouth as the visions end.
Eric drugs Nora with help from Molly. They attempt to get out of the Authority Headquarters. Bill joins them and uses Salome's blood to call the elevator, apparently following the plan. The door opens to Salome and a group of guards. Eric and Molly are quickly surrounded. Eric angrily calls Bill a traitor. Bill counters that he is doing this for Eric. "You have been chosen by Lilith," Bill says. ("Everybody Wants to Rule the World")
The Authority has Molly brought before them; she is handcuffed and an i-Stake is attached to her chest. Salome gives Molly one last chance to join the Sanguinistas or face the True Death. Molly says that even if she accept their beliefs, they would kill her anyway. Bill admits that she is right. Because she hacked their security systems the Chancellors agreed for the true death as punishment.
Molly flips off her judges and says that they are destroying the world because of a 1000 year old bible. She says that their behavior is the opposite of evolved. Rosalyn says that Molly has been a good employee and they don't care when she dies. Bill executes Molly with her own creation, leaving a bloody mess. Steve overreacts as it is the first time that he has seen a vampire staked. The Chancellors bless Molly's remains.
Bill fills a dropper with the blood of Lilith in the sanctum of authority's headquarters. He has Eric brought before him and warns him that he and Nora are the only thing keeping him from the true death. Eric defiantly welcomes death and asks why Bill cares. Bill says that he owes Eric for saving his life. Bill prepares the dropper but Eric refuses to imbibe. Nora holds his jaw open as Bill gives him the drop of Lilith's blood. Nora says that they will meet her together and opens her mouth for her own dose. Bill obliges before leaving the room. He watches them from a security station. They experience a vision of Godric. He warns them against following Lilith. Reminding them that he evolved beyond savagery. Lilith appears and Eric shouts for Godric to fight as Nora begs Lilith to have mercy on him. Lilith tears Godric's throat open as he tells his progeny, it is not him who must fight Lilith. Bill sees nothing on his monitor.
The other chancellors watch Steve's broadcast from the council chamber, Russell holding Emma and commentating on Steve's performance. Bill enters with Eric and says that he has managed to convert him to the Sanguinista cause. Eric tells the others about his vision and claims that he is now a believer in Lilith. He apologizes and kneels before Russell, forgiving him for his misdeeds and welcoming a new era of co-operation. Russell reluctantly offers his hand for a kiss.
Jessica angrily demands an explanation after being brought to the Authority Headquarters on Bill's orders. He says that he is trying to protect her. She asks if his concern is related to the Tru Blood bombings and if he is with the American Vampire League. He smiles enigmatically.
He gives her a tour of the facility, including the inner sanctum. Jessica is perturbed by his religious fervor, comparing him to her fundamentalist Christian parents. He asks her to read the vampire bible with an open mind and tells her that he believes that he is fated to lead their kind into the coming age.
The authority meet to discuss spreading their message. Russell brings up the possibility of day walking using the blood of faeries. He believes they should attempt to synthesize faerie blood just as they have done with human blood. Salome calls the suggestion blasphemy. Russell attacks her and announces his superiority over all of them. His native accent returning as he loses control of his emotions. He declares that they will not constrain him and speeds out of the room. ("Gone, Gone, Gone")
Bill walks through the Authority's underground headquarters, drawn onward by Lilith calling his name. He finally sees her standing in front of the shrine containing her blood. She tells him that there can only be one leader and that she chooses him. She instructs him to drink the entire vial of her blood. He leaves instead, seemingly unconvinced by her words.
Jessica finds Bill and tells him that she needs to warn Jason that Russell and Steve are after him. Bill rejects her request by explaining that he has found Lilith and that is against Lilith's word for a vampire and a human to be together. Quickly thinking, Jessica tells Bill that she will turn Jason into a vampire so that they can be together, as Lilith would approve. Bill warns her that he is not as naive as she thinks. He sends two of his guards with her to find Jason and ensure that she turns him. Jessica tries unsuccessfully to change his mind.
General Cavanaugh of the U.S. Army pays a visit to the Authority. He demands that they tell him where Roman is and why he hasn't been answering calls. He informs them that he knows they bombed the Tru Blood factories and that he has video footage of Russell and Steve eviscerating 22 fraternity members. He threatens to make the video public if they don't watch themselves, triggering a war between humans and vampires. As he is about to leave, Eric stops him and breaks his neck, killing him.
The Authority members crowd around Cavanaugh's dead body, cursing Eric. Eric and Nora calm them down by telling them that if they act quickly with a glamouring campaign, they can contain the situation. Nora explains that she knows the Chief of Staff and Salome orders them to go and report back quickly.
Bill hears Lilith calling his name and meets her again. She repeats her message that he is the "chosen one" and should drink her blood. This time, he seems to believe her.
Bill enters the inner sanctum, and finds Kibwe praying in front of Lilith's shrine. He explains to Bill that Lilith told him he was the chosen one. Bill kills him, seemingly convinced of his own supremacy.
Once out in the field, Jessica warns Jason about Bill and works with him to destroy her escorts. She takes refuge in Fangtasia and tells Pam that Eric is working with Bill. She is recaptured by Chancellor Rosalyn Harris when Pam is arrested for the murder of Rosalyn's progeny Elijah Stormer.
Jessica returns to the main chamber. Bill yet again tries to persuade her to follow the way of Lilith. She tells him that living in a nest with the Authority has made him go completely crazy. Angry at her defiance, he slaps her across the room. ("Sunset")
Sam Merlotte is brought to Bill in the Authority Headquarters as food. He escapes by shifting into a fly. He goes back to Luna and Emma to plan their escape. Bill gathers the V-Feds and orders them to search for Sam, furious about the security breach. Bill admits to Salome that he killed Kibwe after she questions his whereabouts. He lies to Salome that Lilith appeared to him and pronounced her as the chosen one and claims that he will serve her.
Bill urges Salome to drink Lilith's blood, but she finds it poisoned. Bill reveals that he refilled it with blood infused with silver, keeping the original blood for himself. Before he stakes her, Salome tells him that "Lilith chose wisely". Bill prepares to drink Lilith's blood but is interrupted by Eric and Sookie. Sookie urges Bill to come back to his old self.
Having grown tired of his old life and always apologizing for being vampire Bill refuses. He claims to have no real feelings for Sookie. He drinks the blood of Lilith. He begins to bleed from the eyes and mouth and then appears to be destroyed; leaving a puddle of blood behind. Sookie is devastated and Eric comforts her as she breaks down.
Bill rises again from the pool of his remains, coated in blood like Lilith and baring sharper, longer, fangs. Eric yells at Sookie to run. As they flee Bill growls demonically. ("Save Yourself")