Wittlesey is transferred to Gen Pop and replaced by Karl Metzger, a Nazi. Mack and another Aryan try to escape through Busmalis and Rebadow's tunnel but the tunnel collapses and kills the two Aryans. Hill gets the idea of escaping Oz by hiding in a coffin. Sippel re-enters Oz because he can't deal with life on the outside, but Schillinger crucifies him -- literally. Alvarez gouges out Rivera's eyes and is put in solitary for life. Needing a blood transfusion for Rivera, Dr. Nathan finds that only O'Reily has the same blood type; he agrees to donate in exchange for getting his brother Cyril near him. Keller and Schillinger reveal their sordid plan of deceit to Beecher while breakingv both his arms and legs. Fortune teller Kipkemei Jara gives Adebisi hope of a new life; but he is murdered by Wangler on orders from Antonio Nappa. The grief this causes Adebisi lands him in the psych ward. Said is pardoned by Governor Devlin, but refuses choosing to return to Em City instead.

The lockdown ends. After Hamid Khan's body is taken off life support, the Muslim's choose Arif to lead them. Meanwhile, Cyril's having nightmares about delivering the fatal blow to Khan in the boxing match. Ryan asks Sister Pete to intervene. Murphy makes a suggestion to help ease some of the strain in solitary after another inmate commits suicide. Father Mukada plants an inventive idea in Beecher's head on how to deal with Schillinger. Shirley Bellinger returns awaiting her date with the noose. New inmate Mobay, arrives to Oz and his cellmate Hill is immediately suspicious. Gov. Devlin invites Glynn to be his running mate in the Gov's re-election bid. McManus gets an update on Wittlesey, who hasn't returned from vacation and a shootout in Oz results in four deaths.

Robson returns from solitary to discover he's been kicked out of the "Brotherhood" and moved to another cell. McManus tells Glynn he'll write a letter supporting Alvarez's bid for parole. Problem is, Alvarez attacks one of the parole board members and gets thrown back into solitary. Dr. Nathan's guilt worsens as Chucky slips into a coma from the septic infection. Schillinger tells new inmate Cutler he has to kill a black inmate to join the "Brotherhood" and Cutler selects Said as his victim. White's gets this information and goes to protect Said only they get into a tussle and Cutler almost dies. Rebadow gets to go see his dying grandson only to have to return later for the boy's funeral. Busmalis gets a letter from Norma who wants to visit. She does and brings surprising news. Beecher moves to make a confession during the interaction session. The result? Schillinger gets convicted of rape and is transferred to solitary indefinitely. Father Meehan touches a nerve with Ryan and forces him to acknowledge a childhood incident that scarred Ryan for life. A stabbing intended for Redding, claims an innocent inmate instead.

Things get a bit lively on death row after Shirley Bellinger's execution-- Miles begins painting a self-portrait, Ginzburg's health deteriorates from AIDS and Deyell severely injures himself. Mobay's ordered to kill someone as a final test of his loyalty and a new prisoner, whom Mobay's familiar with, makes the perfect victim. A call stirs McManus' emotions again. New inmate Supreme Allah arrives creating tension and uneasiness for Arif. On his way to his son's funeral, Beecher asks Keller an intimate question. A changed Rebadow asks for permission from Morales to kill again. After a fight with the gangsters, Cyril's put on heavier sedatives. For Ryan O'Reilly, he gets the cell phone after ratting to Hoyt and he also meets Dr. Nathan's attacker.

The kidnapping of Beecher's children has everyone upset and Beecher inconsolable. Schillinger gets questioned and of course, claims to know nothing about the deed. Beecher decides to initiate his own investigation. Soon after, a package with horrendous contents arrives for Beecher. Meanwhile, Oz prepares for Shirley Bellinger's hanging as the death penalty protests continue. A visit from the Cardinal creates mixed feelings for Sister Pete and Father Ray. Said announces good and bad news in the state's decision for the inmates. Another Rebadow prediction comes chillingly true. O'Reily's still searching for that elusive cell phone and Dr. Nathan asks Glynn for permission to return to work earlier than expected.

The hack ain't comin' back, and everyone's trying to figure out who did the deed; especially Schillinger and Said. McManus hires a new officer Sean Murphy who's also a friend of Tim's. Despite Glynn's reservations, an inmate boxing program is is created and inmates get psyched for the competition. While closely shaving Hill, Coyle gives the gruesome details of his crime, which include the death of an infant and the discovery of indisputable evidence to his claim. Disgusted, Hill decides Coyle should pay and gives the info to Warden Glynn. Adebisi gets approved to work in the AIDS ward. While Howell and Wittelsey converse about McManus, he appears with bad news for Wittelsey. Meanwhile, Schillinger's son Andy has been arrested and is due to arrive to Oz any day. Keller, stir-crazy from being in protective custody, goes back to Em City with painful results. Alvarez begins deteriorating now that his medication has been eliminated.

In addition to the name change to "Oswald State Correctional Facility," more changes abound. Newbies Coyle, Kahn, and Ricardo arrive and partner up with Wangler, Said, and Hernandez respectively. Adebisi's "recovery" prompts a return. Clayton Hughes, son of a past Oz guard who came through the ranks with Glynn, asks Glynn to hire him. Meanwhile new Officer Howell, gets friendly with McManus. A managed health care company takes over Oz's infirmary, to Dr. Nathan's disgust and Alvarez's detriment. Cyril O'Reily still has nightmares about being raped by Schillinger and Ryan schemes on revenge. Said develops an unlikely alliance as he starts a hunger fast in response to McManus rejecting his request for food in his cell during his holy season. Keller confesses his part in setting up Beecher and is immediately taken into protective custody. Beecher gets some oh-so-sweet revenge.

Adebisi's death still looms large over Oz. Against Glynn's better judgement and with special permission from the Gov., a TV news crew comes to Oz to film. Ryan O' Reily recognizes the star reporter as a past enemy and he immediately embarks on revenge. After interviewing inmates -- including Poet who strongly suggests the cover up can be exposed through Adebisi's video tapes-- the show's producer gets busy digging for answers. McManus discovers this and immediately tells Glynn to destroy Adebisi's tapes or face Oz possilby being shut down. The star reporter moves into a pod with Cyril for the evening to catch a "verite" view of Oz. The stunt backfires as Cyril (with prompting from O'Reilly) brutally beats the reporter.

Ryan and Howell get frisky. After leaving the hole and apologizing to Busmalis for the stabbing Rebadow suffers an attack due to a brain tumor. Busmalis reacts by doing what he does best--start another tunnel. Unbeknownst to the doctors and everyone else, Cyril's recovering psychologically more than he can actually show. Arif confesses to Said about his own demons and asks for forgiveness and help. Said plots with McManus to end Querns' and Adebisi's control. Hank Schillinger beats the kidnapping rap and once Beecher finds out, he plots with Pancamo for revenge. After Keller reveals his plot to kill him, Eli Zabitz asks Schillinger for protection. Schillinger agrees but sends Robson to eliminate Zabitz instead. Hughes, now raging beyond sensibility, makes an attempt on Devlin's life at a press conference. Keller and Father Ray have an intense discussion about Beecher.

Guerra kills Alvarez's new follower and the guilt surrounding it forces Alvarez to make a confession to Mukada. Alvarez, Hill and Penders sign up for a seeing-eye dog-training program. Dr. Nathan attacks a patient while having a flashback of her rape. Cyril shanks and kills Li Chien, which gets Cyril sent to solitary and Ryan sent to the cage. During an interaction session Beecher attacks Schillinger after Schillinger denies ever raping him. Redding asks Glynn for control of the kitchen. Hill's grief over his dead mother and divorce from his wife send him back to drugs happily supplied by Poet. Beecher's new podmate is the son of a prominent family Beecher knew well. Because of that, Beecher decides to protect him from the Aryans at all costs.

Redding discovers that Busmalis lied about DeSantos. Furious, he confronts Morales and the confrontation gets the two of them thrown in the hole. Cyril gets convicted of the murder and Ryan tells the attorney not to appeal. Meanwhile Sister Pete, Father Meehan and Suzanne Fitzgerald meet to devise another plan in Cyril's defense. Rebadow fumes over not getting the lottery money. Mc Manus' offer to search Oz's databases reveals an inmate with the same blood history as Rebadow's grandson. Rebadow meets the man only to be rejected by him. The rumor of Robson's replacement gums coming from a black patient prompts Schillinger to consult with Aryan Nation leader. The result? Robson gets banned from the Aryans.

Schilinger enlists Said to get him out of jail, but Said backs out. McManus decides not to incriminate Wittlesey in Ross's death. A recovered Schibetta edures more pain after being raped by Adebisi. Meanwhile, Alvarez is bumped out of the Latino power seat by Raoul Hernandez, a.k.a. El Cid. New inmate Jiggy Walker claims he was Gov. Devlin's personal crack dealer. The two go head-to-head in the media before Walker is discredited and sent to genpop. Reimondo finds out that Giles murdered the man who killed her husband and Dr. Nathan confronts O'Reily about her husband's death. Schillinger's plan to destroy Beecher approaches fruition when Beecher falls in love with Keller.

Said and Arif go to Warden Glynn about Lalar's murder. Angry and full of rage, Said then confronts White about passing drugs. Unsatisfied with White's response, Said beats White severely, which gets Said thrown in the hole. Chucky Pancamo's condition worsens. On orders from Schillinger, Winthrop gets into a fight with Guenzel. Schillinger goes to with a deal, he'll let Beecher work for him delivering mail to Keller if Beecher has Guenzel transferred to Gen Pop so Schillinger can have him. Keller discovers the feds have compelling evidence linking him to one of the past murders. Meanwhile, Howell makes her move on Keller, Rebadow's ship comes in...for someone else and Hill becomes gravely ill.