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"IMPORTANT: Episode 2: Out of Time - Summary uses Creative Commons Licensed content from the DONTNOD Entertainment Wiki. The list of authors can be seen in the page revision history (view authors).

Max Caulfield tries to convince Chloe Price that she can rewind time but starts to suspect that her power may not last forever. Meanwhile, Kate Marsh tries to deal with the public shame over a viral video that was leaked and shared around the students of Blackwell.

Max wakes up in her dorm, completely exhausted after staying awake most of the night to research the source of her rewind power. She looks in the mirror and remarks: "Whoa, hello zombie-face. This is what happens when you research quantum physics all night..." As she enters the dorm shower room, she sees Kate who is brushing her teeth. Kate's greeting will be kind or accusing, depending on whether Max intervened or took a photo when Kate was accosted by David Madsen the day before. Kate will ask if Max can bring a book back to her that she had borrowed as she needs it for class.

As Max takes a shower, she hears voices and peeks around the shower curtain to see Victoria Chase and Taylor Christensen teasing Kate about the viral video of her allegedly setting a "tongue record" on video. Kate is clearly distressed and leaves the bathroom upset. Victoria continues to talk about Kate and says to Taylor, "I know Nathan hooked her up. And you know he has the good shit," referring to Nathan Prescott. The bitchy conversation then turns to Max with Taylor saying Max is a weirdo with a dumb camera. Victoria remarks that she hates Max's " 'I'm so quirky' crap". before they both leave the bathroom, Victoria uses lipstick to leave a link to Kate's video on a bathroom mirror. Max has the option to wipe away the link before leaving the bathroom to head back to her dorm and retrieve Kate's book.

When Max visits Kate to return the book, she finds her in a depressed state, and her room is in a state of untidiness, which Max knows is completely unlike Kate. They have a conversation about the video, and Kate will be adamant that all she remembers is feeling "sick and dizzy" after just one sip of wine, Nathan offering to take her to the hospital, waking up in a room that she thought looked like a hospital, and then waking up again outside her dorm room the next day. She asks Max for her advice on what to do next.

After advising Kate, Max leaves the dorm and runs into Warren Graham. They have a conversation regarding David Madsen, and Max thanks him for stepping in yesterday when Nathan manhandled her on the parking lot. Warren asks Max if she wants to go see a Planet of the Apes movie with him. After deciding whether to accept or decline, Max takes the bus downtown to the diner where Chloe Price's mother, Joyce Price, works as a waitress. There is a fisherman outside with pamphlets on a table and other local residents that Max can chat to nearby. After entering the diner, Max sees Trevor and Justin from Blackwell sitting at a table near the door. Max sits at a table further down. Joyce sees Max and converses with her regarding Chloe, William Price's death, David, and the events of the previous night. The conversation will depend on Max's previous choices and involvement.

Max decides what to order and Joyce walks away, returning shortly with food. Chloe enters the diner and gets moaned at by her mother before sitting with Max. Chloe is still a bit skeptical regarding Max's rewind powers, so Max uses them to convince her. Chloe wants Max to tell her the contents of her pockets. After this is successful, Max tells Chloe she will predict the future by telling her all of the events that will unfold in the next 30 seconds. 90% convinced now, all Chloe seems to want to do is further test and "play" with Max's power, so she asks Max to come with her to one of her secret lairs. Max's nose suddenly starts bleeding, which she puts down to too much excitement from hanging out with Chloe again. Just before leaving the diner, Max gets a phone call from Kate Marsh. Chloe gets offended that somebody else wants Max's attention. Should Max answer it and risk irritating Chloe?

Chloe and Max end up at the junkyard, Chloe's "secret lair", where Chloe and Rachel Amber used to hang out together. Chloe has the gun that she took from David and wants to shoot targets with Max's help. She asks Max to find some bottles to use as targets. Chloe wants to take out all of the bottles without wasting a single bullet, so Max has to rewind in order to guide her aim. Suddenly Max's nose starts bleeding again, and she collapses while having another vision of the lighthouse and the tornado. After Max comes around, Chloe wants to show her how to shoot the gun and puts it in Max's hands. She quickly hides the gun behind her back as Frank Bowers shows up to demand money from Chloe. Chloe notices that Frank is wearing a bracelet that belonged to Rachel. She angrily confronts him and demands to know where he got it, to which he replies that a "friend" gave it to him. When Chloe tries to take the bracelet, Frank pulls a knife on her. Without thinking, Max points the gun at Frank. It's up to her to shoot or not shoot.

Chloe and Max leave the junkyard to take a walk along the train tracks. They decide to take a break and lie down on the train tracks to recover from recent events and just talk. Max has another vision. She hears Chloe shouting her name inside the vision and comes to, only to discover that Chloe has a foot stuck in the tracks. They hear the train coming, and it's up to Max to save Chloe. Max finds a crowbar that she can use to either topple the cable roll and free Chloe (damaging the train tracks) or to force open the door to the station room to get pliers from the drawer, which she can then use to cut the red wire in the panel box to free Chloe without damaging the tracks. Afterwards, Max decides she had better get back to school and Chloe gives her a ride. As they pull up outside Blackwell, Chloe tells Max her theory that the storm and Max's power are connected somehow, which gives Max something to think about.

Once inside the school, Max finds herself with some extra time to look around. She runs into David in the corridor who wants to talk about Chloe and what happened the night before. After the conversation, Max gets a text from Warren who is in the Science Lab. Max makes her way there to assist him with a chemical experiment. As she leaves the science lab and makes her way to the Art room, she runs into Mr. Jefferson having a dispute with Kate, who eventually walks away from him crying. Max has a brief conversation with Mr. Jefferson, which is interrupted by a phone call he receives. He asks Max to go and sit down in class while he takes the call. Max makes her way inside and walks to her desk, confronting Victoria and Nathan who are intentionally sitting on her desk. After teasing her, they eventually move. Class starts and Mr. Jefferson talks about black and white photography. Suddenly Zachary Riggins bursts into the room and is freaked out over something happening at the girls' dorm. Despite Mr. Jefferson's demand for the students to stay put, the classroom empties, leaving Mr. Jefferson alone.

The students, including Max, head for the dorm. As she nears the dorm, she sees Kate on the roof. Before Max can do anything, Kate jumps and falls to the concrete below. Max tries to rewind time but discovers that she is unable to rewind far enough before the point at which Kate jumps. She tries to rewind again, and something strange happens: she is somehow able to 'freeze' time while still being able to move. She makes her way up to the roof of the building, but suddenly her powers fail, and it is up to her to try to save Kate on her own. Whether Max succeeds or not in saving Kate, those involved (Jefferson, Nathan, David, and Max) are brought into the principal's office and are spoken to. Max has to decide who takes the blame.

Blame Nathan
Max blames Nathan by saying Nathan was at the Vortex Club party with Kate and repeating the things Kate said to Max about Nathan offering to take Kate to the ER but he did not. This leads to an argument between Max and Nathan where Max starts to blurt out about Nathan having a gun in the bathroom. If Max had reported Nathan earlier to Principal Wells about him having the gun in the bathroom, Nathan will be suspended. If not, Max could still get Nathan suspended if Max is in good standing at Blackwell. If Max had been reported by David earlier for dealing drugs to Chloe, Max will get suspended instead.

Blame Mr. Jefferson
Max blames Mr. Jefferson for seeing him saying something to Kate that resulted in her running away in tears before his photography class that day. This leads to Principal Wells deciding to suspend Jefferson from representing Blackwell at the Everyday Heroes photo contest due to the potential negative publicity from Kate's suicide attempt. Jefferson will try to shift blame on Nathan or David in his defense depending on whether Max tried to tell on Nathan or David to Mr. Jefferson outside his class earlier.

Blame David
Max blames David for seeing him bullying and harassing Kate outside the dormitory the previous day. David will try to defend himself and attack Max's accusation as being unreliable. He will also mention Max having dealt drugs if Max had earlier taken blame for Chloe. If Max had taken a photo of David harassing Kate, David will be placed on temporary leave. If not, no action will be taken if Max is in good standing at Blackwell. If Max had been reported by David earlier for dealing drugs to Chloe, Max will get suspended instead.

The episode ends with Max and Warren discussing the events of the day while a solar eclipse occurs.