The Telling


Production code
May 4 2003
Written by
Story by
Teleplay by
Directed by

The Telling is the 22nd episode of Season 2 of Alias and the 44th episode overall. Sydney finally confronts her mother, who reveals her true motivation. Sloane, for his part, begins to execute his new grand plan and Will struggles to figure out who's behind his set-up. At the end of the episode, Sydney discovers that Francie is not herself but a genetic duplicate created in Project Helix.

Plot Overview[]

At the CIA, a depressed Sydney confers with Vaughn. Marshall begins receiving top-secret info — Irina is uploading the double's DNA, as she said she would. Syd then tells Will that he's been cleared because the downloaded DNA doesn't match his, it's from one A.G. Doren.

While Syd is unwinding at an ice rink, Irina shows up to call in her favor. Syd attacks but Irina throws her down and reveals the whole of her plan. Sloane had 23 Rambaldi artifacts, she says, and the CIA had 24. They had to be put together in order to work so she proposed to Sloane that they work together to defeat The Alliance and raid the CIAs storage facility, which is in an NSA lab in Nevada. Her favor — she simply wants Syd to raid a warehouse in Zurich where Sloane hides the Rambaldi artifacts.

Sark and Francie meet, and he calls her Allison. He says they can't reverse the doubling process because Markovic's lab has been destroyed. Sark says they'll get her back and they kiss.

Will investigates and finds the name Allison Georgia Doren on a list of children involved in Project Christmas. She was supposed to have died in a car accident as a child. Will calls Doren's parents and finds that her body was never identified.

In Zurich, Syd and a team raid the warehouse. Rather than Rambaldi artifacts, they find kitchen appliances stuffed in crates.

While transporting the Di Regno heart, Jack is attacked and captured by Sloane, who reveals that in 24 hours the final Rambaldi machine, called "The Telling," will be complete. He speaks almost mystically, referring to a "change." Jack, venomous, pities the void in Sloane's life. For his part, Sloane says they're still friends.

Irina calls Syd and says Sloane switched the crates. She doesn't know where he is but Sark, hiding in a Stockholm club, does. Although Syd doesn't trust her, she and Vaughn go and do, indeed, find Sark. Weasel that he is, Sark quickly offers up Sloane, saying that he and Jack are in Mexico City. Later, from a CIA prison cell, he directs them to Sloane's hideout.

The CIA team storms an office building and engages in a gunbattle. Dixon finds Jack. Irina appears, and while she seems to be on Sydney's side, Syd runs after her while Vaughn goes after Sloane. Syd confronts her on the skyscraper's rooftop and threatens to kill her. Irina says that Sloane believes he's been chosen to realize the word of Rambaldi. Only Syd can stop him, Irina says, because she — not Sloane — is the chosen one of the prophecy. "I love you," Irina says, and jumps. Holding on to a bungee cord, she shoots out windows and swings back into the building to escape.

At home, Will finds Provacillium — the medicine needed to counteract the buildup of proteins in the double's eyes — at nearly the same time that Francie sees Will's file on Allison Doren. Having finally discovered the truth, Will makes a quick phone call to Syd and leaves a voicemail identifying Francie as the second double. It's too late, though. Francie attacks Will and she stabs him. He crumples to the floor.

Later, Syd comes home and retrieves her messages while relaxing in the den with Francie. Keeping a poker face, Syd offers Francie a scoop of coffee ice cream. Francie accepts, and Syd knows — the real Francie hated coffee ice cream. Syd goes to her bedroom to get her gun but Francie confronts her before she can. They engage in a no-holds-barred brawl. After much carnage, Syd finally shoots Francie and collapses from exhaustion.

Syd wakes in Hong Kong wearing different clothes and appearing confused and worried. She calls Kendall, who directs her to a safe house. She arrives there and notices a scar on her stomach. Vaughn arrives and appears out of sorts. He says Will is okay. He's shaken, he says, because he thought she was dead. He's come back to explain. Sydney notices that he's wearing a wedding ring. Reluctantly he tells her that she's been missing for almost two years.



Special Guest Star[]

Guest Starring[]




  • Number 47: The CIA has 24 pieces of Rambaldi’s machine, Sloane has 23. 23+24=47.
  • Irina informs Sydney that the NSA facility in Nevada was raided by Sloane a month after she learned where it was, but in the previous episode Irina and Sark were planning to blackmail Sydney to gain access to the NSA facility.
  • This is the highest rated episode of Alias on, with 9.8 out of 10.
  • The club in Stockholm is according to Irina named "Välsmakande" which is a Swedish word that means "Good-tasting" in English. Once again they play on the fact that Lena Olin is Swedish.
  • The establishing shot of "Stockholm" is unsurprisingly not Stockholm, they have inserted the top of Stockholm's city hall into what looks like a canal in Amsterdam. Nowhere in Stockholm are there such a bridge or canal as depicted.
  • This is the last time we see Sydney's house that she and her friends hangs out in since the very first episode. In Season 3, we only see it through flashbacks and what's left of it after the fire.
  • This episode won the 2003 Emmy Award for "Outstanding Stunt Coordination".
  • This episode was nominated for the 2004 Golden Reel Award for "Best Sound Editing in Television Episodic - Sound Effects & Foley".
  • It takes virtually an entire season (from 2x22 to 3x19) for us to find out what the title of this episode, "The Telling", actually refers to.
  • The fight between Sydney and Francie took two days to film.
  • The season's filming had to wrap on the Thursday before Good Friday otherwise the crew would all then be on overtime rates. The last scenes to be filmed were Sydney and Francie's battle which took a huge amount of time to set up and film. Shooting finished at 11:45 PM, 15 minutes before the final cutoff time.
  • Merrin Dungey had problems making out with David Anders because she had recently broken up with her boyfriend, a close friend of Anders'.
  • According to J.J. Abrams, Merrin Dungey was anxious to shoot fight scenes. She was tired of playing a sentimental non-action character.
  • Jennifer Garner, Michael Vartan, Ron Rifkin and Victor Garber are the only one's who was in all in season 2.
  • This episode has an audio commentary.
  • The Project Christmas Will was looking up was the crew's names.

The Show[]

Behind the Scenes[]


  • "Bleed To Love Her" by Fleetwood Mac (changed to "Satellite" by Tyrone Wells in Netflix version)

Filming locations[]

  • Pickwick Ice Center - 1001 Riverside Drive, Burbank, California, USA

Allusions and References[]


  • Sydney Bristow: (to Irina) Freeze... I shot you before, I will do it again.

  • Michael Vaughn: See when I have a gun to you, I don’t just pull the trigger.
  • Julian Sark: Thank you.
  • Michael Vaughn: (He slams Sark’s head against the table) You’re welcome.

  • Jack Bristow: I used to feel sorry for you... could you sense it? You’d been abandoned, left for dead, disgraced, I pitied you. You needed Rambaldi to fill the void in your life... it was like a religion for you.
  • Arvin Sloane: I didn’t expect you to understand.
  • Jack Bristow: Really, why keep me alive?
  • Arvin Sloane: Because... we’re friends Jack.

  • Michael Vaughn: We thought you were dead. They asked me to come back to... to explain.
  • Sydney Bristow: Come back from what? What are you talking about? 
  • Sydney Bristow: Vaughn... why are you wearing that ring? 
  • Michael Vaughn: Syd... since that night... you were missing. You've been missing for almost two years.