Alice and Kaplan activate the Red Queen to find an exit. To force her cooperation, they rig a remote shutdown. As they escape through maintenance tunnels, zombies ambush them, and a reanimated J.D. Bites Rain before getting killed. They all reach safety except Kaplan, who is bitten and separated from the group. Alice remembers that an anti-virus is in the lab, but they find it missing. Spence remembers he stole and released the T-virus, and hid it and anti-virus on the train.
He turns against the others but is bitten by a zombie, which he kills before trapping the survivors in the lab. Spence retrieves the anti-virus, but is then killed by a Licker. The Red Queen offers to spare Alice and Matt if they kill Rain, whose health is fading and who has been infected too long for the anti-virus to work reliably.
As the Licker attempts to reach them, a power outage occurs. The lab door opens to reveal that a still-alive Kaplan shut down the Red Queen to open the door. The group heads to the train, where Alice retrieves the T-virus and kills a reanimated Spence before escaping with the others. On the train, they inject Rain and Kaplan with the anti-virus. However, the Licker is hiding on the train and attacks them, clawing Matt and killing Kaplan. In the ensuing battle, Alice subdues the Licker before Matt is attacked by a now-zombified Rain.
He shoots Rain dead, causing her head to hit a trapdoor button, opening it and dropping the Licker under the train, which kills it. At the mansion, Matt's wound begins mutating. Before Alice can give him the anti-virus, the mansion doors burst open and a group of Umbrella scientists seizes them. They subdue Alice and take Matt away, revealing he is to be put into the, and that the Hive is to be re-opened for investigation into the incident. Some time later, Alice awakens at the Raccoon City Hospital strapped to an examination table, with no memory of what happened since her capture.