Jellyfish in the Sky - Olivia is first seen having a chilly conversations with her son, Roman Godfrey, but he brightens up when he finds out she rented out an entire carnival for him as a gift. After Roman had come back from school Olivia asks him how his first day of school went during dinner, and Roman immediately starts talking about Peter, the “gypsy” who’s rumored to be a werewolf. Olivia seems disgusted by the very mention of the Rumanceks. In a flash back to thirteen years ago, where her father, J.R. and her uncle Norman are arguing on the side walk in the middle of the rain. They talk about Shelley, whom J.R. emotionally disowns, and his wife, Olivia, whom he deems to be evil. He asks for Norman’s help in destroying Olivia, but when his brother refuses, J.R. is enraged – and he hisses in his ear that he knows Norman has been sleeping with Olivia. J.R. goes home to grab a gun from a desk drawer, and rides the elevator up to Shelley’s attic. All he does is stand over her crib staring at her, though, and after a few moments he heads to Roman’s room and kisses his forehead. He then goes to see Olivia who is already waiting for him on the couch. However we do not see what happens to J.R. Little Kid Roman walks in to see his father’s dead body pouring blood out onto the rug. Olivia comforts him, saying that everything would be alright because Roman is “so much stronger” than his father was. In present day, Norman is confronting Olivia about the recent increases in funding for Dr. Pryce’s branch of research at the Godfrey Institute. Olivia dodges his lines of questioning expertly, but Norman isn’t easily deterred.
The Angel - In a flashback, we see Olivia ordering “the usual”, a slab of meat for Shelley at a fancy looking restaurant, despite Shelley having indicated several times that she wants a salad. With the encouragement of her brother, Roman, and Jenny, a sweet waitress at the restaurant, Shelley stands her ground and asserts herself to her mother as an “intelligent, autonomous individual with valid desires. Meanwhile, Norman and Olivia meet up at a hotel bar, where Norman angrily demands answers from Olivia concerning his daughter’s pregnancy, asking if she or Dr. Pryce had anything to do with it. When Olivia expresses confusion as to why he’d even come to that conclusion, he explains that Letha told him she’s still a virgin, and that she was “visited by an angel” over the summer and that it had gifted her with a child. After confiding in Olivia, the two of them go upstairs to a hotel room and have sex. Afterwards, it’s revealed that they've been having an affair for quite awhile – even after J.R. Godfrey’s death – but that Norman had tried to end it with Olivia the last time they met. Before he leaves the room, he tells her again that it’s over. She pretends that she’s unbothered, but later on, during a tryst with another man, Olivia starts to cry, showing that she actually does care.
The Order of the Dragon - While Roman was getting drunk at a bar. The bartender knows he’s underage but slides him the booze anyways, though he does call Olivia Godfrey to pick Roman up – just in time, because Roman looks like he’s about to get sucked into a bar fight. Later Peter goes to the Godfrey Mansion where Olivia answers the door. She does not want her son hanging aroung wih a gypsy so she told him that Roman was not home even though his car was in the drive way. However Roman came to the door and Olivia left.
In Poor Taste - At the Godfrey estate, Shelley and Roman are having breakfast when Olivia swoops in, impeccably dressed as always, and orders Roman to drive Shelley to school because she’s got some business to attend to. She then interrogates Roman about last night’s visitor, Peter, sneering that she doesn’t want him coming to the house anymore. Once her kids leave for school, we find out that her “business” that needs attending to basically consists of her lounging around putting drugs into her eyes to keep the creepily whispering voices in her head at bay. Uh, hearing voices is a bad sign, Olivia. Olivia then starts following Lynda Rumancek around town, trying to work up the nerve to ask the woman if she can buy her stash of eye-drop drugs. Lynda totally knows what Olivia wants, but she’s certainly not going to make it any easier on her. After a few minutes of standing around looking desperate, Olivia storms away. Later, Olivia brings Shelley to The Godfrey Institute for her checkup and has several cryptic conversations with Dr. Pryce – one being the topic of Letha’s pregnancy. She wants Letha to have the baby at the Tower, and has commissioned a contractor to build an obstetrics wing for that exact purpose. It looks like the drugs wear off right about then, because Olivia starts hearing the voices again. Distressed, she runs out for some fresh air. Shelley is visibly distressed by her mother’s erratic moods, and later that day she types out an email to her uncle Norman reporting on Olivia’s declining control over herself. She also tells him a story about picking up some coffee with Roman just before school and running into Jenny, the kind-hearted restaurant waitress from the pilot episode. Olivia apparently got Jenny fired from that restaurant after she vocally supported Shelley’s bid for independence, and because of that Jenny is not very pleased to see the Godfreys at her new workplace.
Hello, Handsome - The police are seen at the Godfrey house where they have found a shovel that has desecrate the grave of Lisa Willoughby they immediately speak with Roman. After over hearing what he has done Olivia becomes furious. The cop then leaves saying that he will be watching Roman. When Roman tries to explain himself to Olivia she smacks him viciously across the face not once, but twice and sends him away. Later that night the 20-year anniversary gala for the Institute is being held and Olivia forces Roman to go. Olivia is upstairs getting ready for said party when she starts hearing the voices again, and tears her room apart looking for more of the eyed drop drug. She finds one last vial, and after using it she manages to silence the voices for the time being. At the party itself, Olivia is giving a speech when a drunk and belligerent man, jealous that Roman is heir to the Institute, starts accusing Olivia of murdering J.R. and fucking her dead husband’s brother. Norman storms over and punches him square in the face. As the man is being escorted out of the building, he and Olivia share a loaded look.
The Crucible - The as-always impeccably dressed Olivia Godfrey pulls her truck up to the last place where we would least expect to find her the long abandoned and decrepit ruins of the Godfrey Steel Mill. She inspects the insides of the building with disgust, then vomits up a pulpy looking mess of red disgustingness before calling up Sheriff Sworn to request for more patrols around the place because there are “urban explorers or some such nonsense.” Olivia and her daughter Shelley take a trip down to the local library so Olivia can look at a book on Romany studies, though she doesn't find whatever it is she’s looking for. She then goes to help Shelley get herself some books when the flashing red lights on a child’s shoes causes her to collapse to the ground. Norman leaves an appointment with Francis Pullman, who agitatedly tells Norman to find someone named H. Varga if he wants to find the truth about what is happening at the Godfrey Institute so he can come to Olivia’s rescue. The two of them flirt uncomfortably before and after Norman drops Olivia and Shelley off at their house, and are most likely about to bump uglies again when Roman walks in and catches them holding hands. Olivia instructs Roman to take Norman home, which he does. Later that day Norman calls for Olivia to come to his office to question her about Dr. Pryce and why on earth Letha would want to go to the Institute when she gives birth instead of an actual hospital that isn't rumoured to be experimenting on humans. Since that whole thing was Olivia’s idea in the first place, she’s far from surprised. They have a lot of sex, after which Olivia discovers that her prodigal son has been arrested.
Measure of Disorder - In a flashback of Juliet’s death, Olivia is coping much better than J.R. is expected. He sends her to his brother Norman Godfrey for therapy despite Norman being visibly wary of her. Olivia and Roman are shown in the car after picking him up from the police station after he got arrested. As they’re stopped at a crossroads, arguing, the voices she overhears seem to momentarily overwhelm her. At the dinner table Shelley is wearing earrings that she purchased from Jenny where her mother Olivia is appalled to hear about the bus trip and when she sees the jewelry dangling from her daughter’s earlobes. She demands that Shelley take them off, which she does. Roman defends his sister, and reveals a secret that he’d been keeping for awhile that he’s the sole beneficiary to the Godfrey estate and all the money that comes with it, not Olivia. All the threats she’s been making about cutting Roman off from his inheritance will be moot once he turns eighteen. Shaken, Olivia kisses her children goodnight and wanders away. At the Rumancek Trailer Olivia goes there to see Lynda and haltingly asks Lynda to please be her drug dealer. Apparently, the eyedroppers we've seen Olivia using aren’t just recreational they provide a great relief for what Olivia calls a “condition” of hers. Lynda’s price is $5000 a bottle. Olivia reluctantly accepts, and then starts chowing down on the raw meat that Lynda’s using to make meatballs. Back at her home Olivia comes to find Clemetine questioning her son she walks in and breaks it up with a cold look and a few choice words. Before Chasseur leaves, she takes note of Olivia’s pair of shoes an expensive size 11, which left a very memorable print in the mud where Chasseur found Lisa at the beginning of the episode.
Catabasis - After Pryce had inject Roman with a syringe that makes him fall into a coma he calls Olivia and explain to her that he only gave Roman a sedative, and there is no physiological reason for why he’s refusing to wake up – suggesting that Roman may have had a mental break. Olivia whisks comatose Roman back to the Godfrey house, despite Pryce’s advice. The other Godfrey family in town Letha, Norman, and Marie are sharing an adorably happy moment, when Olivia calls to let them know about Roman’s condition. Letha is visibly distressed to hear about what happened, and she and Norman rush over to the mansion immediately to visit him. Norman pulls Olivia away to question her about Pryce’s involvement. They also bang later on in the episode while confessing their love for each other. Chasseur comes to ask Olivia questions but doesn't actually ask any of the questions. Norman drives away from his house and his wife to go meet up with Olivia.
What Peter Can Live Without - Olivia is first seen walking around her son's bed in a elegant white dress. Norman over at the Godfrey Mansion performing cunnilingus on Olivia. The pair awkwardly get dressed afterwards, and then Norman leaves to go back home to his wife. Elsewhere, Olivia goes to the auto shop to check up on the condition of her son’s car, and runs into Marie, her sister-in-law and wife to Olivia’s lover Norman. Peter’s mother, Lynda Rumancek, is paying Olivia Godfrey an unannounced visit up at her huge ass mansion so she can deal her her drugs. Lynda watches as Olivia takes a hit, and starts musing on how Peter was born. Olivia and Lynda bond over being women, both of them single mothers raising men. Peter and Letha end up getting a ride home from Olivia. When Peter, Letha, and Olivia get back to the Rumancek Trailer, Lynda is beside herself with worry, and jumps straight into fussing over Peter’s swollen face before letting Peter and Letha spend some time together alone. In the other room, Lynda and Olivia share a joint as Olivia suggests Peter stay up at the Godfrey mansion for a few days to make sure he stays safe and she agrees. When Peter goes to look for some snacks in the kitchen, he runs into Olivia, who explains that she’s helping him because her son needs all the friends he can get, and then cracks a joke about his werewolfism.
What God Wants - Olivia, who is walking into Roman’s room with a tray of tea and snacks with Roman nowhere to be found. Olivia is confused at first, but quickly realizes what Roman’s up to when she sees the full moon shining in the window. She then sums him up perfectly in exactly three words, "That little shit". Clementine who has captured Peter who is in his wolf-form and has locked him in a cage. The camera pans away slightly to reveal Olivia Godfrey hiding behind a pillar; she heard everything that Clementine has told Peter. Chasseur makes a phone call to the Priest, who tells her not to kill Peter to bring him back to the Order, instead. Though she agrees to do so, the instant she hangs up her phone she pulls a knife out and prepares to kill Peter, what she describes as “saving him”. That’s when Olivia makes her move, using her mesmerizing to render Chasseur powerless even as she shoots her gun at Olivia.
The Price - At the ruins of the Godfrey Mansion Dr. Pryce is called by Olivia. And he is not happy that Olivia made him “take out the trash.” He stalks angrily up to Olivia wearing a pair of thick white rubber gloves and coldly informs her that “your dogcatcher has been taken care of.” Late elsewhere, Olivia and Norman talk about the Sworn girls’ untimely demises. Before Olivia leaves, Norman tells her he’s going to leave his wife for Olivia but though she acts pleased to Norman’s face, she has a weird expression on when she turns away from him. Later at the Godfrey estate Olivia is waiting to give Roman a present, and axe because she knows that Roman is going to help Peter defeat the bargulf At Olivia’s insistence, Roman approaches a picture of a wolf painted on a mirrior and smashes it with the axe.
Children of the Night - At the steel mill, Chasseur’s attempts at freeing herself are interrupted when Olivia casually walks in and starts recounting a story about her and her cousins. When she was a kid, they would play a game called “wolves in the wood” – Olivia would lay still on a bed of moss as her cousins prowled around the edge of the forest, growling. When she finally moved, they would pounce on her and commence their tickle torture. Chasseur’s facial expression shows exactly what she thinks of Olivia’s tale. Finally, Chasseur gets the cage open… and the camera cuts away just as we hear her screaming. Olivia, meanwhile, has finished her Clementine-flavored meal and has called Dr. Pryce to dispose of the body. Pryce is pissed off, and several very interesting details come out during their argument for instance, that Lod LLC the company who wants to buy out Norman’s share of the company had something to do with sending Chasseur to Hemlock Grove. After a little more conversation, Olivia orders Pryce to “clean it up” and walks away.
Birth - After defeating the vargulf Roman returns to the Godfrey mansion and updates Olivia on what just happened, and tells her that he can’t find Shelley anywhere. On the other side of town, Olivia and Roman make plans to protect Shelley if and when she comes back to Hemlock Grove. Letha is then rushed to the hospital to deliver her baby where she dies in child birth. After losin his cousin Olivia takes her son to go see Peter, but the Rumanceks are long gone. As Roman cries at having lost both his best friend and his close cousin, Olivia stands outside and remembers her childhood, the daughter of a wealthy and powerful man, she had in her youth fallen in love and run away with a slave on her father’s property. The slave, named Dimitri, had eventually betrayed her by stealing all her jewels and both of their horses, leaving her alone and impregnated, to die in the cold woods. Abandoned, young Olivia then took a sharp rock and carved off her tail. Olivia’s family found her a few days later, and when she gave birth to a daughter she ordered her to be taken away. Back in present day, Norman and his wife are finally separating from each other. Norman goes to Olivia, where she accepts his presence with open arms. That night, Olivia brings Roman up to Shelley’s attic, where she shows him his birthday present, a baby. Olivia recounts how she’d committed infanticide countless times before finally giving birth to Roman. You know how Letha thought she’d gotten impregnated by an angel? The angel was revealed to have beenher own cousin, Roman. The baby in the pram is Roman and Letha’s daughter, and Olivia means for him to kill the child to fulfil his destiny. Horrified, Roman rejects this information and tries to mesmerize himself into “making his heart steel,” as dream Shelley had told him to do. Roman then pulls a razor out of his pocket and slices deep into both arms, committing suicide. Olivia seems largely unbothered, and it’s clear why in the next scene: suicide is how their upir side is born. When Olivia had cut off her tail all those years ago, she had bled out and died, only to rise again and become a Upir. Roman is then resurrected as a full-Upir and ites off Olivia's tongue killing her. Back at the Institute, Dr. Pryce is shown putting Olivia’s corpse in the hospital morgue with a little smirk on his face.