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"USS Pennsylvania" is the fifteenth episode of the sixth season of AMC's Fear The Walking Dead. It is the eighty-fourth episode of the series overall. It premiered on June 6, 2021. It was written by Nick Bernardone & Nazrin Choudhury and directed by Heather Cappiello.


In a race against time to stop Teddy's plan, motives are revealed and convictions are tested as Morgan and his allies infiltrate and make their way through the beached submarine that holds the tools for Teddy's destruction.


Valley Town has been abandoned, with Morgan being the last person to leave. As he exits, he looks back somberly at the settlement. Meanwhile, inside the USS Pennsylvania, Dakota is being interviewed by Teddy. Teddy observes that Dakota saved Morgan's life so that he would give her a fresh start and a family, and asks if he did. Dakota denies this, and explains that Morgan founded a settlement where she could live, but that her mother did the same thing ten times over, and yet Dakota never felt comfortable there. Teddy concludes that this was because both of them wanted Dakota to be somebody she isn't, and remembers that what she really wants is someone to love her the way she is. Dakota asks if she can find that person in Teddy's new world, but he assures her that she already has, pointing to himself. Dakota wonders why Teddy trapped Alicia in the bunker if he saw something special in her, and Teddy confirms that he did, but explains that he loves what Alicia will become. He adds that this is something neither of them will ever be, as they are both "conclusions", so there is no room for them in the new world. When Dakota asks what will happen to them, Teddy calmly reveals that they will die with everyone else on the surface. To ease Dakota's worries, Teddy asks if she would rather pretend she is someone else for a chance at a longer life, or spend whatever time she has left as herself. She chooses the latter, much to Teddy's satisfaction. Just then, the power comes on as Riley enters the room. He says that they will need to power the diesel motors for the sub to have full functionality. When Dakota asks how he knows this, he reveals that he served as a weapons officer on the sub. When Teddy shows the keys around his neck, Dakota chuckles to herself, as the Pioneers also used keys symbolically as something that will "unlock the future". Dakota asks if Riley and the others know they will die, but Teddy says that they are aware. She asks how he got the cult to follow him to their doom, but he claims that it's easy to get people to follow you by offering them something they really want to believe in, and be wiling to die with them. Back outside Valley Town, Morgan grabs the axe he planted in the ground and joins the others on their approach to the sub.

Morgan cuts his way into the sub through a hatch and throws a flair down inspect its depth. Before he climbs inside, Grace hands him a dosimeter and warns him that the radiation should stay below 10 000 millirem. Sherry asks Luciana if they acquired the Pennsylvania's schematics yet, to which she replies that they are only a few miles away from the naval base, but notes that they've spotted several SUVs in the area, so it is likely that the cult is already inside the sub. June is worried about the search party, but Dwight believes that being near the sub is the safest place for them in case the cult fires the missiles. With that, Morgan heads down into the sub. As he is descending, Grace repeatedly asks Morgan to report his dosimeter's readings. The readings don't show any change in the radiation levels, which Grace finds strange. Distracted, Morgan is attacked by a walker, but June is able to shoot it in time. There is again no change in radiation, which prompts Grace to climb down into the sub as well. Meanwhile, the scavenging party reports back from the naval base. The books they find are damaged, but they look through them nonetheless.

Grace joins Morgan in the hold to inspect the readings herself. She notes that even with the reactor intact, the radiation levels should be at least twice as high. Morgan brings up that they hadn't really talked about what happened, but she cuts him off, saying that now is not the time. She then calls the rest of the group down. Undeterred, Morgan goes on to say that he hadn't pushed the topic because he understand her pain, but if they don't talk now, they might not get another chance, since he might not make it out of the sub. Grace is confused, since she was under the impression that they were trying to stop Teddy together, but Morgan says that he needs her alive so that she can build the future Athena showed her. Saddened, Grace asks if Morgan shouldn't be building that future too, but he replies that they need to first make sure there is a world left behind to rebuild. As the rest of the group arrives, Sherry wonders where all the cult members are. Dwight observes the dead walker, and wonders how many crewmembers the sub has. Sherry tries to radio Luciana about this, but there is too much interference inside the sub. Grace volunteers to climb back up and make the call, while the rest head deeper inside.

A few steps up the hatch, Grace manages to get in touch with Luci, who informs the group that the crew compliment of the sub is 150 strong, meaning 150 potential walkers in their way. The group arrive to a closed hatch, so Morgan knocks on it and hears a large number of walkers behind it. The group asks Grace to inquire about what's behind it. Jacob relays that the next room is the missile compartment. As the group debate on what to do, Morgan prepares to go in and instructs them to kill anything that slips by him. June is against the idea of Morgan going inside alone, but he asserts that no one else needs to get hurt. Victor asks if this is about the note Morgan read, revealing that he picked it up after Morgan dropped it. He assures Morgan that he doesn't owe anyone just because Dakota saved his life, but Morgan claims it isn't about that. He says that he was halfway dead once, so he knows how to slip by the walkers. Victor adamantly says that they will still back him up, as he claims that Alicia asked him to take care of the situation, so that's what he's going to do. John Sr. also says that he's coming, since he gave up his family to bring Teddy to justice, so he isn't about to let him succeed now. The rest also refuse to stay behind.

After opening the hatch, Morgan heads inside and begins dispatching the undead crewmembers. Once they're dealt with, he notices the radiation slightly increased, but is still tolerable. After the rest of the group enters the room, John Sr. locks the door behind them, as they wouldn't want Teddy's followers to surprise them. June wonders if there is any way to disable the missiles from here, but Victor thinks it would be best if they didn't mess with wires they don't understand. Dwight questions whether Teddy even knows how to launch the missiles, but John Sr. warns the group not to underestimate Teddy. Morgan hears more walkers on the deck above them. Grace manages to get in touch with them using the sub's emergency comm system. Just as Morgan asks about directions, Teddy makes his presence known via the same emergency comms, revealing that he'd been listening in. John Sr. takes over the comms from Morgan and asks if Teddy recognizes his voice. When the latter doesn't, John reminds him of the last time he heard it, which was when John gave his testimony against him in court. Visibly angered, Teddy taunts John that he couldn't kill him then, and won't be able to now either. John says that he plans on putting a bullet in Teddy's head before the day ends, but Teddy begs to differ, and lets John know there are no hard feelings between them, as if he hadn't put Teddy away, he wouldn't be sitting where he is now. Victor reminds John to ask about Alicia, and when he does, Teddy assures him that she is safer than all of them, himself included, and that they'll never find her. When Morgan asks where the missiles will hit, Teddy questions if they thought they'd be safe by the sub. Morgan is surprised that Teddy would kill his own people, but the latter claims he's giving them a second chance. With this revelation, Morgan orders Grace to contact Luciana to get everybody as far away from the sub as possible. Teddy compares himself to Morgan, noting that they are both leading their people to their ends, with the only difference being Teddy isn't fooling himself into thinking otherwise. He then excuses himself, informing Morgan and the rest that they're about to turn the power on. June asks if Grace was able to reach their people and instruct them to get to safety. Grace says that she was informed the naval base has a basement, but she isn't sure it will be enough. The group then hears a tapping on the bulkhead, and notice Morgan is missing. A few walkers follow the tapping, while the group decides to investigate as well. They come across more dead and undead crewmembers. Morgan reaches the hatch to the next room and opens it. Before he can close it behind him, Victor grabs the door, and tells Morgan the situation isn't on him. With walkers approaching, Morgan reluctantly lets Victor inside and closes the door.

Morgan then chastises Victor for coming after him, since he doesn't want anybody else to die. Victor retorts that no one has to, but Morgan exclaims that they might. Victor remembers Dakota's note said Morgan had "things left to do", and wonders if Morgan thinks this is what she meant. Morgan despairs that he'd been leading his people from one dead end to another, all the while promising them that things would get better, so he wants to make sure of it this time. Victor points out that Dakota is a sociopath, and that she wanted Morgan to kill her mother, not this. Morgan acknowledges this, but maintains that he has to be sure. Victor assures Morgan that people follow him because they want to, not because he owes them something. Morgan says that he doesn't know why Victor is still here, to which the latter recounts how Alicia asked him a difficult question at the lodge; if he was doing this for everyone or for himself. Victor concluded that he's doing it for everyone, and he needs Alicia to know that. Morgan accepts this answer, and supposes they better stop Teddy so Victor himself could tell this to Alicia. At that point, the men notice the dosimeter clicking away, and observe the radiation steeply rising. It isn't long before they are approached by one of Teddy's undead followers that clearly died due to radiation poisoning. Victor prepares to kill it, but Morgan stops him from touching the irradiated walker. They manage to kill the walker with a knife wrapped in a rag. Morgan then scans the next hatch with his dosimeter, and sees the radiation levels in the next room are several times over the limit Grace gave him. They hear the diesel generators turning on. Morgan contacts Grace and tells her about the radiation levels in the next room, and she confirms that levels like that would kill him. Morgan asks how long he will have, to which Grace replies that it would be days. Morgan supposes that might be enough, and cuts the comms before Grace can inquire further. As walkers from the upper deck begin crashing down the hatch to the deck below them, Morgan prepares to go into the irradiated room, believing it to be the only way. Victor disagrees, as he notices that the radiation on the upper deck is a lot lower. Morgan doesn't believe they have enough time, but Victor urges him to listen to his own advice and "live". Morgan reluctantly agrees and follows Victor up the ladder.

On the upper deck, they find a bunch of walkers trapped behind a barricade, as well as an open hatch. Victor is pleased that he was right about there being another way. Suddenly the power comes back on, with Morgan noting that they must be getting closer to launch. Unfortunately, a large number of walkers come tumbling out of the open hatch, forcing the part to retreat to the bunks. While the crew quarters prove to be a dead end, Morgan discovers Riley's photo on one of the lockers, and realizes that this was how Teddy managed to commandeer the submarine. Morgan goes on to observe they have no way out. Victor is certain they'll find a way through, but Morgan points out they had one downstairs, and tells Victor that he'd proved whatever he had to prove. As the two argue, the barricade collapses, and another large group of walkers begins to converge on their location. Victor admits that Alicia didn't ask for him to take care of the situation and actually requested for Morgan, and he realizes now that the reason for this is because Morgan will do things Victor won't. Suddenly, Victor grabs Morgan's weapon and wrestles him to the ground, then breaks off the axe part. Victor tells Morgan that he will get his wish of no one else dying, then kicks him into the approaching herd of walkers. As Morgan wrestles with them, Victor scurries past them and through the hatch.

As Victor carefully approaches the control room, he is held at gunpoint by Dakota, who orders him to disarm. Victor observes Dakota is with Teddy now, and she confirms that he gave her something they never could. Victor implores her not to make the same mistake with him she made with John, but Dakota doesn't believe it was a mistake, and tells Victor that he won't change her mind, especially after what he just did. Victor acts puzzled, which prompts Dakota to open the comm system on the wall and make an announcement to the rest of Morgan's group, since she needs them to understand why they won't stop what's coming. Dakota says that she saved Morgan so that he could free her from her sister and give her a fresh start. And while June did the first part, the second part required something else. If she lived with them, Dakota says that she'd have to be a whole different person and fall into the ways of what Morgan wants, like all of them did. She, however, claims that Morgan's way doesn't work, as none of them even believe it. Victor asserts that isn't true, but Dakota asks if he really wants to be the person Morgan wants him to be. When Victor doesn't answer, Dakota supposes that he doesn't, and this is why he killed him. The revelation horrifies Grace. Dakota goes on to say that it is because of people like him that the world needs to end. Victor implores the others not to listen to Dakota, while the latter laments how, right before she shot him, John told her it wasn't too late and that the world still had to have meaning. She morbidly notes that he was right, as she will make it mean something, just not the way he thought. Victor tries to appeal to Dakota once more, saying that Teddy is going to kill everyone. Dakota denies this, as she reveals that Alicia will be spared since she is a "beginning", while Victor and Dakota are "endings", so when things start again, it won't be with assholes like him. Just as Dakota is about to shoot Victor, Morgan suddenly attacks her, so the bullet only grazes Victor's arm. Morgan swiftly disarms Dakota and knocks her out. He recounts how Victor said this wasn't on him, but points out he gave them the key, and how he did it to save Grace and her baby. He exclaims that he can't let it be for nothing. He grabs the comms and lets Grace know he is alright, much to her relief, and then prepares to confront Teddy. Victor tries to talk to him, but Morgan cuts him off, and says that they will deal with what he did later, since he already cost them enough time. Morgan, however, hands him back the axe he broke off.

Inside the control room, Riley informs Teddy that they will be ready to launch in two minutes. He recounts how he stopped something like this once, and that Morgan's group doesn't have what it takes to do this. Teddy assures Riley that he can now return to the Earth and be with his family. Teddy then tries to contact Dakota, but doesn't get a response. The pair are startled by the hatch buzzing, and Teddy orders Riley to hurry. Outside, Morgan is trying to open the door with various keycards he took off dead officers where Victor left him. Victor supposes that his instincts were correct, since Morgan wouldn't have the cards if Victor hadn't left him, but Morgan angrily tells him to stop. Back in the control room, Teddy and Riley are ready to turn the keys and launch the missiles, while Morgan and Victor are down to their last keycard. Fortunately, it works, and they open the door just as Teddy and Riley turn their keys. Noticing the hatch is open, Riley yells for Teddy to pull the trigger, and the latter does just that. Morgan pins Teddy to the wall while Victor holds Riley at gunpoint, but the sub begins to shake violently as the launch has already commenced. Morgan orders Teddy to stop the launch, but Teddy claims that they can't, with Riley reiterating that it's inevitable. The rest of Morgan's group prepares to evacuate the sub, they urge Grace to come with them, but she refuses to leave Morgan. Outside, the survivors can only watch helplessly as the nuclear missile is launched into the atmosphere.

Riley tries to grab the trigger, but is stopped by Victor. He tells Teddy that they only launched one missile, but the latter assures him it is enough to get them started. Victor asks how much time they have, to which Riley replies that it isn't enough. Victor then asks where the missile is going, to which Riley reveals that there are ten warheads on the missile, but refuses to divulge where they will land. Likewise, Teddy says the warheads will land everywhere, even the town Morgan had built. He goes on to say that he's been where Morgan is right now, and that a long time ago he was going to change everything. While a prison sentence put an end to that, Teddy didn't realize at the time that it didn't end anything. While Teddy understands this isn't what Morgan wanted, he advises him not to look at the launch as an ending, as the world will be a better place, only Morgan won't get to see it himself. Morgan briefly considers killing him, but ultimately decides to let Teddy and Riley go. Victor says that it could have been worse, as they could have fired more missiles, but Morgan retorts that they could have launched none if he'd gotten there sooner. Victor asserts that he did what he did to save lives, but Morgan thinks he did it for himself, so he could tell Alicia what a big hero he was. He then tells Victor to leave, and the latter obliges him, leaving Morgan to brood over his failures alone.

Other Cast





  • First appearance of Garza. (Zombified)
  • First (and last) appearance of Voss. (Corpse)
  • First (and last) appearance of Thompson. (Zombified)
  • First (and last) appearance of Wright. (Corpse)
  • First (and last) appearance of Farley. (Corpse)
  • First (and last) appearance of Stewart. (Zombified)
  • First (and last) appearance of Waters. (Zombified)
  • First (and last) appearance of Johnson. (Corpse)
  • First (and last) appearance of Green. (Corpse)
  • First (and last) appearance of Power. (Zombified)
  • First (and last) appearance of Brown. (Zombified)
  • First (and last) appearance of Rogers. (Zombified)
  • First (and last) appearance of Nelson. (Zombified)
  • First (and last) appearance of Lucy Riley. (Photograph)
  • Last appearance of Valley Town.
  • The title of the episode, "USS Pennsylvania", refers to the beached submarine that the Doomsday Cult are interested in.
    • The submarine's name is visible in the picture of Riley that Morgan finds in Riley's old bunk.
  • This episode was made available for streaming to subscribers of AMC Premiere on June 3, 2021.
  • Riley is revealed to have been the weapons officer for the submarine which is how the cult knew of the submarine and how to use its nuclear missiles.
  • Valley Town is abandoned by its residents due to the threat of nuclear destruction.
  • Morgan retrieves his axe from the ground before abandoning Valley Town, using it again for the first time since "Things Left to Do". The axe is later broken by Victor Strand, leaving Morgan's staff and the broken-off axe head.
  • It's shown that an unknown catastrophe befell the crew of the sub, leaving most of them as walkers. Dwight and Sherry find four crewmembers who are dead in their bunks, two handcuffed together for some reason. In one part of the sub, the radiation levels indicate exposed radioactive material, but none of the crew show signs of having died from the radiation and most of the sub has safe radiation levels to the point that Grace is surprised by how low they are even without a breached reactor chamber.
  • Morgan and Strand are cautious while facing off against a reanimated cultist who died of radiation poisoning and use a cloth-wrapped knife to put her down that is subsequently abandoned. This is a reference to the first half of Season 5 when Morgan's group was warned about the danger of facing radioactive walkers.
  • Teddy and Riley succeed in launching one nuclear missile containing ten warheads before Morgan and Strand can stop them. Riley and Teddy state that the warheads are targeted for locations in Texas, including possibly the border and Valley Town.
  • This episode was accidentally published early in Germany on May 31, 2021.

Episode Highlights



  • Despite Thompson being put down when the group first enters the ship, he is later seen again with two other zombies chasing after Morgan and Strand.