Season 3, Episode 1
Air date September 23, 2010
Written by J.H. Wyman
Jeff Pinkner
Directed by Joe Chappelle
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Cast | Transcript

"Olivia" is the first episode of the third season of Fringe.


After the extraordinary turn of events that shockingly left an imprisoned Olivia "over there," she fights to find her way home. Meanwhile, Peter and Walter try to move on with their lives unknowingly alongside alternate Olivia.


Olivia Dunham is being held in a secret facility located beneath the Statue of Liberty. Walternate is having Fauxlivia's memories implanted into Olivia so that he can use her ability to cross from one universe to another. During part of the treatment, she escapes and jumps into the river. Many suspect that she was swept away in the current, but Phillip Broyles (Alternate Universe) thinks she might have survived.

In New York City, Olivia highjacks a taxi and orders its driver, Henry Arliss Higgins, to first take her to get some clothes and then to take her to the theatre where she crossed over. She arrives too late and the building is sealed in amber. A police officer on the scene notifies Fringe Division, and they are able to track the taxi to a service station. During a shootout, Fauxlivia's memories begin to take over, turning Olivia into a sharp-shooter (the Olivia of the alternate universe won an Olympic medal for sharpshooting) and enabling her to blow up a gas tank, deliberately missing Charlie Francis (Alternate Universe).

Olivia tries to reach Massive Dynamic, only to find out that it does not exist in this world. She then begins traveling to what she thinks is a safe house, however, it is just Fauxlivia's memories leading her to her mother's house (Olivia's mother having died when Olivia was a teenager). There, she begins to break down. Charlie arrives and takes her away. Fauxlivia's memories have now completely taken over, thanks to the adrenaline from the escape. Henry watches as Olivia and Charlie drive away.

Back in our reality, Peter Bishop undergoes a debriefing with Senator James Van Horn before meeting up with Fauxlivia and Walter Bishop outside. He and Fauxlivia kiss and everyone goes to dinner to celebrate.

Notable Quotes[]

Olivia: Thanks, Charlie.
Charlie: For what?
Olivia: For being my friend.
Charlie: Hey, Liv.
Olivia: Yeah?
Charlie: Thank you for not shooting me.
Olivia: Awww.

Henry: What about you? You got someone?
Olivia: Sort of.
Henry: That's an odd name--"sort of."

Lincoln: Hey, Melissa, you know how Agent Francis can tell which end the worms living inside his body are which? Tickles them in the middle and sees which end farts.


  • The Observer passes Henry's taxicab shortly after Olivia enters the park where she expected to find the parallel universe's version of Massive Dynamic.
  • Fauxlivia is a sharp-shooter who won gold in the Olympics at some point.
  • Star Wars exists on the Other Side as Henry Arliss Higgins uses the phrase "Jedi mind trick"
  • Daily flights to the moon are available, provided by a line called GlatterFlug – which in our universe is the name of the German planetary airline, whose passengers on flight #627 all died in the Pilot.
  • The bicycle with the oversized front wheel and tiny back wheel crossing the park where Olivia Dunham looks for the Massive Dynamic office is a reference to the cult science fiction television show The Prisoner, in which a recurring plotline is the attempt to reprogram the mind of a government agent. Such a bicycle is featured in the logo of The Prisoner. This kind of bike is known as a penny-farthing.
  • As Olivia enters the Martin Luther King Memorial Park when she expects to find the Massive Dynamic building the dedication plaque quotes the alternative Martin Luther King as famously saying "We have a dream" rather than "I".
  • Although credited, Blair Brown (Nina Sharp) does not appear in this episode.
  • The taxi that Olivia gets into has an advertisement for the stage production 'Dogs' on the top of it, as opposed to 'Cats' in our universe.
  • Henry Higgins is the name of the lead male character in George Bernard Shaw's play Pygmalion and the musical and movie My Fair Lady based on it. He is tasked with changing a woman so that she fits in with high society.


  • While driving away from the shoot-out at the petrol station, the taxi's back right window goes from open to closed to open between shots.


  • Les Feuilles Mortes by Yves Montand