Benny is at loose ends. She can't see Peter. Her non-human students have been separated from the humans. When Bev Tarrant invites Benny to join the resistance, she decides to go. Before she leaves, Joseph has a message for her from Brax: "The Axis know." In a nearby cellar, Bev tries to call the resistance to order. There is quite a lot of bickering, however, that includes Ms Jones, Mister Crofton, Vosta Dankasta and Oliver Norman. Benny hurries into the room, warning the others that the Axis is coming.