- "Your formula appears to have lowered your core body temperature. You can only survive in severe hypothermic conditions. Anything above freezing will kill you."
- —Hugo Strange to Victor Fries
As Gordon, Bullock and Barnes continue the search for Victor Fries, they are forced to look to his wife, Nora, for help. Meanwhile, Penguin is introduced to Hugo Strange, and Alfred reveals some crucial information to Bruce about his parents’ murderer.
At night, several police cars led by Detectives Gordon and Bullock arrive at Ace Chemicals because liquid helium was made there and a witness had seen Victor Fries enter less than twenty minutes ago. When the officers entered the factory they found multiple security guards frozen, in addition to discovering Victor had kidnapped the night janitor, they also found that he took a canister of liquid helium and left them a message carved on one of his victims ordering them to free his wife. The next day, Leslie Thompkins visited Bruce Wayne at the request of Alfred Pennyworth, who feared that Bruce was suffering emotional trauma after his abduction. With a lack of emotion, Bruce confessed that the situation made him feel alive and invigorated, and with a second chance at life, he was more determined than ever to find the murderer of his parents. Leslie tells him that he needs closure, not an unhealthy obsession, but at that point, Bruce ends the conversation and states that perhaps they could do it again at some point.
At the GCPD, Captain Barnes explodes with anger after being informed of Victor Fries' demands, however, once he becomes calm he decides to take advantage of the situation to lure Fries in. Gordon then informed Barnes that Leslie had said that if Nora wasn't transferred soon to a hospital, she would die. Given the fact that they wouldn't be able to secure Gotham General Hospital, Barnes decides to send Nora to Arkham Asylum's medical wing as there she could be given the attention she needed and they could also capture Fries without risking the lives of any civilians. However, Bullock quickly opposes the idea and tells Jim that he would have to tell Lee himself. Gordon explained the situation to Leslie, however, she was unwilling to use Nora as bait. Eventually, Gordon manages to convince Leslie that it was the best option, but everything doesn't go as expected when his Leslie decides to accompany as Nora she was refused to leave her patient.
At Indian Hill, after Hugo Strange fruitlessly attempted to extract Fries' cryogenic from the body of one of his victims, is approached by Ethel Peabody who informs him of the transfer request made by the GCPD. Understanding Victor was doing everything to save Nora, he decides to use the unexpected twist of fate in his favor. Elsewhere at the ports, Victor finishes loading several cryogenic grenades with liquid helium, during which he heard on the radio the news about his wife's transfer to Arkham. Annoyed that the police were trying to trap him, he decides to make them pay, testing a cryogenic grenade in the bay. Back at Arkham, Oswald Cobblepot is forcibly dragged to a chair with restraints and issues several threats, specifically to Ms. Peabody. However, Peabody disregards the threats and puts a helmet on Penguin for his rehabilitation to begin. After Peabody activates the electricity to shock Oswald, he wakes up in the game room of the Asylum believing that it was all about a bad dream. He is then convinced by Mrs. Peabody to play the game of duck, duck, goose with the other inmates.
At that time, the GCPD entered the asylum to transfer Nora Fries. Immediately, Bullock and Gordon are surprised to see Penguin's behavior, playing duck, duck, goose with the other inmates, but Hugo Strange, who was in charge of greeting them, informs them that he had put Penguin on a mild sedative to keep him from hurting himself. After that, Peabody escorted Leslie and Nora to the medical wing of the asylum, where to Lee's displeasure held Barbara Kean who was in a coma. Meanwhile, Gordon is responsible for securing the entry points at Arkham. While doing so, the Penguin appears being taken two orderlies to his cell and when he sees Jim he cries for help. Gordon tells the orderlies to bring Penguin over and to give them a minute to talk. Oswald quickly informs him that he was being tortured mentally, however, the Detective refuses to help him because it was therapy and the doctors at Arkham were trying to help him. Furious as the orderlies returned to him to his room, Oswald starts screaming that Gordon was the true murderer of Theo Galavan, but nobody listens to him except Strange, who contemplated the revelation while watching from a security monitor.
In Thomas Wayne's lair beneath Wayne Manor, Bruce furiously hit a punching bag until Alfred arrived. Bruce then blamed Alfred for making them go to Switzerland, as they wasted a month they could have used to search for "M. Malone". However, the butler stops Bruce from hitting the punching bag and informed Bruce that one of his GCPD contacts had found a file on the killer, Patrick "Matches" Malone. Realizing that Bruce had planned to kill Malone himself, Alfred made it clear that he would do it himself as Bruce was too young to have a death on his conscious. Bruce initially rejected the idea, but eventually Alfred convinces him to accept the deal. At the Arkham medical wing, when Nora woke up Leslie informed her of what was happening. Nora, realizing they were there out of fear of her husband, begins to berate herself for not having prevented Victor from walking down the dark path that he was. Leslie sympathetically tells her that sometimes it was easier to close your eyes and ignore certain things if the person involved was a loved one.
Outside the entrance of the asylum, Gordon and Bullock are present when a truck destroys the entrance gate bars and eventually collides with a bus. Gordon, Bullock, and the GCPD Strike Force approach the vehicle to apprehend the culprit but discover that it was driven by the night janitor from Ace Chemical who had been kidnapped and hands froze at the wheel. At the same time, Victor Fries, wearing a new suit, entered the east wing of Arkham after destroying a wall with his freeze gun and passes through the halls eliminating his opposition with cryogenic grenades. Professor Strange, following all the action from the security monitors installed in his office, begins to manipulate events, blocking several doors remotely to prevent the GCPD from advancing except for Gordon, who manages to get through before it closes. At the same time, Strange leads to Victor through to a room where he offers his assistance in helping Victor escape with his wife in exchange for a cartridge of his cryogenic formula. Victor briefly ponders the deal, but eventually accepts and takes the car keys left on the chair.
Meanwhile, Gordon gets to the medical wing of the asylum and quickly asks Leslie to prepare Nora for transfer. Suddenly, Victor appears and after disarming Gordon promises to surrender to the police after he froze his wife. Leslie then offered to provide her services as a doctor, which accepts Fries. He then forces Gordon into a closet and traps him in by freezing the door and escapes from Arkham in the car Hugo Strange provided. Meanwhile, Strange, after Peabody fetches the cartridge Victor left him, unlocks the doors of the asylum for the police attributing it to faulty wiring caused by cold. Minutes later, Gordon and Bullock meet in the cafeteria of asylum inferring that Fries took Nora back home since that was the only place where he had the equipment to keep her frozen.
At the Fries home, after Victor froze the policeman stationed there, Victor takes Nora to his laboratory to freeze her, stating that the city would take care of her while he was serving his sentence in prison. Tired of the whole situation, Nora asks her husband to let her die, because she does not want to wake up to see him in a prison. But seeing that there was no way to convince him, she asks him to go get the necklace he gave to her on their first anniversary to be frozen with, while she takes his gun telling him she was strong enough to use it if she had to. When Victor leaves and after distracting Leslie by having her get her some water, Nora changes the cartridge in the Freeze gun with an unstable version of the formula. After that, she asks the doctor to tell the police that Victor was indeed a good man. A few seconds later Victor returns with the necklace and after a kiss, she asks him not to blame himself for what was about to happen. He then freezes her.
At Wayne Manor, Selina quietly enters the manor though Bruce feels the breeze when she comes in, catching her in the act. Once she seated herself, he informs her that he had identified the murderer of his parents, so he asks her help to get a gun. Selina does her best to convince him to change his mind because it would change him forever, but Bruce was counting on that. When Gordon and Bullock arrive at the home of the Fries accompanied by several officers, Victor breaks down after seeing his wife's frozen body begin to break apart because of the formula. Upon discovering that Nora had changed cartridges in the gun he asks Leslie to tell the police he would surrender without resistance. However, when the doctor leaves, Victor releases the liquid helium inside his suit to freeze himself to death. A few minutes later, Gordon descends into the basement and found the frozen deceased bodies of Victor and Nora Fries, much to his astonishment.
Later at Leslie's apartment, Jim informs Leslie that Victor Fries had died in Arkham's infirmary. He then berates her for the danger that their baby at risk, but she makes him see that he put their child in danger when he decided to use Nora as bait. However, Gordon points out that putting her there was Captain Barnes' idea, and it was good police work. Leslie then told Jim that she did not believe his story about what had happened to Galavan, and emphasizes that Jim lied to her. He then leaves without saying another word. At Arkham, while Penguin is subjected to another round of therapy, Victor awakes in his room in the Indian Hill facility with white hair and blue eyes. There, Strange welcomes him and reveals that he had survived thanks to his prolonged exposure to his own formula. However, his body had undergone a profound change that prevented him from surviving in environments that weren't at a sub-zero temperature. However, to avoid confinement, Strange had already begun to modify his suit to allow Victor mobility and then told Fries he needed his help on a project, and told him that death was not the end but a new beginning. Elsewhere in the facility, Theo Galavan's body along with several others floated in tanks.
- Ace Chemicals, in the comics, is where the Joker was created.
- Barbara is jokingly called "Sleeping Beauty."
- In the comics, Matches Malone is not given a first name.
- A visual reference to Disney's The Incredibles appeared at the scene of Ace Chemicals where a fired bullet was caught in the air.