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Although rogue SD-6 agent Cole has been subdued, Cole's evil cohorts, apparently commandeered by a shadowy figure known as "The Man," are still at large, assassinating any and all secret agents who are even remotely connected to the Rambaldi manuscript. Syd (Jennifer Garner) and Dixon (Carl Lumbly) head to Las Vegas, there to put a tail on the assassin's next target, K-Directorate agent Dahlgren (Patrick Pankhurst). This delicate and dangerous mission is seriously compromised when Syd's clueless roommate, Francie (Merrin Dungey), unexpectedly pops up in Vegas with her fickle fiancé, Charlie (Evan Dexter Parke), in tow.