At the Sullivan Bros. Carnival, Samuel leaves his trailer and strolls along the midway. The other carnival residents give him a wide berth as he goes to Lydia and asks where everyone is. She tells him that the carnival is closed and everyone is afraid of him after what he did to the town. Lydia notes that all they wanted was a place to call their own, and wonders if he ever wanted the same thing. When he realizes she hasn't trusted him for a long time and tries to take her hand, she pulls away. Samuel wonders if she's become the empath to replace Joseph, and what she's been telling the others. Lydia admits that nobody respects them, and Samuel says he'll win their respect back because he loves and needs them. He insists he'll do whatever he has to, to prove his worth.
Peter is having another precognitive dream of Emma playing her cello in the House of Mirrors, and Sylar arriving to save her as Doyle looks on. He wakes up in his apartment and calls Emma at the hospital. She's not there, and he confirms she isn't at her apartment. He hangs up and then gets a call from Angela.
Matt arrives home and calls out for Janice, and finds Sylar waiting for him. For a moment, Matt wonders if he's really there but Sylar tells him to calm down. He explains that he's on a fact-finding mission. Janice casually comes in and explains that she took Matt Jr. to day-care, and she's home for the day. Sylar continues his ruse that he's Matt's partner on the force, and Janice makes lunch for them as Sylar tells Matt they need to catch up.
Claire and Gretchen drive to Noah's apartment. Gretchen insists that Claire needs to tell her father what happened with Sylar. Claire is reluctant and points out that Noah didn't tell her when her real father died, but Gretchen says it has to be done. She takes Claire's hand and offers to go with her, but Claire insists it's something she has to do on her own. She goes up to the door with coffee and knocks, and Lauren lets her in. Lauren explains that Noah stepped out for a moment and Claire notices that there are maps of the carnival on the table. She asks Lauren why she's there and tells Lauren to tell her father to put it all behind him. Lauren says it isn't that simple and brings up satellite photography of the giant landslide where Samuel buried a town. She explains that Samuel gains more power, the more specials are around, but refuses to say what they plan to do. Claire says they have it under control and leaves for class.
Sylar and the Parkmans have lunch and Sylar talks about how tight he and Matt are. Matt insists on Sylar going to the basement with him to see his special "projects." Downstairs, Sylar notes that Matt has figured out a way to live with his ability, and notes that in some ways Matt is stronger than he is. Sylar asks Matt to go inside his head again and strip him of his powers. He can't live with them anymore so he wants Matt to take them away. If Matt doesn't, Sylar threatens to kill Janice and Matt Jr. Matt agrees to try but tells him he'll have to let Janice go first. Sylar agrees as a gesture of good faith and Matt goes upstairs to send her away. Once he's gone, Sylar follows after him.
Peter arrives at Angela's home and she tells him that she couldn't think of he final words to put on Nathan's tombstone. She admits that she was selfish and needed to see Peter and be sure he was okay. Peter realizes that she's talking about his vision and explains he saw the same thing. Angela warns that whatever Sylar might do, one isolated act doesn't make him Emma's savior. Peter asks her to tell him where he can find Sylar, and she begs him not to go. Peter points out that Nathan would never have turned his back on people in danger, and he can't either.
At the dorm room, Claire explains to Gretchen what's going on and worries that it won't end well. She asks Gretchen what she should do, and Gretchen suggests that she ignore it and get on with her own life. She points out that Noah was right and Claire should never have gone there. Claire believes that the rest of the carnival residents want normal lives and are Samuel's unwitting pawns, but Gretchen points out she was only there for a day. She asks Claire to drop it and come to class with it, but Claire leaves to borrow Gretchen's car and go after it.
Back at his apartment, Noah is unable to get hold of Claire and leaves a message. He complains that Lauren should have stopped Claire, but Lauren points out that there wasn't anything she could do to stop his daughter. As Noah packs a rifle and warns that Samuel is escalating his attacks, Lauren warns that he's lost his focus and she can't stop worrying about him any more. Noah simply smiles and says they need to go.
Claire returns to the carnival and finds Lydia. Lydia uses her power and realizes that Noah is coming to kill Samuel. Claire insists she doesn't want anyone to get hurt and they go into Lydia's trailer, unaware that Eli has overheard their conversation. Inside, Lydia says that Samuel will never surrender and he isn't listening to anyone. She goes to get Amanda, but Samuel arrives and wonders if she's going to run away. He admits that he can't blame her after what he did to the town. Claire wonders how he could do what he did, and Samuel says that he wishes he could take back much of what he has done. He then describes how he and Joseph first saw a trapeze act at a carnival, but they learned that the trapeze artists had no powers except gravity, and Joseph was his gravity. Now his family is afraid of him. Claire tells him to take responsibility and turn himself in, but Samuel points out that Noah isn't known for his mercy. Claire promises that Noah won't hurt him if he gives himself up, and says he needs to protect his family. Lydia adds her plea to Claire's.
From a nearby hill, Noah and Lauren watch the carnival. They spot Samuel and Noah prepares to shoot him, but Lauren spots Claire. Claire calls Noah and he answers his phone. He asks what is going on there and Claire tells him that Samuel wants to surrender in return for the carnival's safety. Claire says that they have to try if they can find a way to do it without anyone being hurt. Noah tells Claire to tell Samuel to meet them at the field outside the carnival. After he hangs up, Lauren has doubts but Noah insists on trusting Claire. Lauren says that she should walk Samuel out and Noah can shoot him in case it's a trap.
Samuel gets up in front of the carnival folk and tells them that he regrets what he's done, and it's brought an agent to their door. He explains that Claire has arranged a peaceful surrender and he's agreed to abide by it in return for their safety. Suddenly a shot rings out and a bullet hits Samuel in the shoulder. More shots ring out and Lauren runs back to Noah. The shooter hits Claire in the neck and she manages to stay conscious as her body heals.
Sylar tells Matt to do what he said and Matt struggles. When he hesitates, Sylar notes that nothing has changed and tells him to continue. Matt tries again but fails, and suggests that Sylar doesn't want to let go of his powers. Janice comes in and Sylar telekinetically shoves her against the wall. Matt tells him to let her go but Sylar threatens to use his powers to provide Matt with motivation.
In the hills, Noah realizes that someone else is firing at the carnival. He aims at the shooter: Eli. Lauren is hit by a shot as Noah fires at Eli… and discovers it's a clone who fades away. Another Eli knocks Noah out from behind.
Claire removes the bullet from her neck as Doyle arrives and calls Samuel over to where Lydia is lying, badly wounded. Claire goes to get a first aid kit.
In the woods, Lauren hears someone coming and hides as Eli walks by, carrying an unconscious Noah. She tries to shoot him but is unable to hold the gun.
Samuel holds the dying Lydia in his arms, invites her to see what is in her heart, and kisses him. She gasps in horror and looks up at him, whispering that she knows he did it. Samuel says he's sorry and admits that they needed someone worse than him, and thanks her for providing that someone. As Claire arrives, Lydia dies without saying anything further. Claire tries to call her father and notices Samuel coming out of his trailer. Eli arrives with Noah, who says he found him on the hill. He shows everyone the rifle, while Claire goes to her father. He tells her that he didn't shoot anyone. The carnival members turn on Claire and Doyle holds her immobile, but Samuel tells them not to hurt Claire and Noah because they're better than this. He tells Eli to take Noah to the House of Mirrors and tie him up, and then take Claire to Samuel's trailer.
Matt insists that Sylar doesn't have to hurt his family, and Sylar wonders how Matt compartmentalizes his life from his powers. Matt says that they have to be people first, not powers, and asks Sylar to let Janice go. He releases her and Matt says he'll try again once he's sure that Janie is okay. Outside on the patio, Matt says that he's telepathically confirmed that Sylar wants to lose his powers, but Janice says she's worked with similar people and they have to bury him so he's out of their lives once and for all. Matt goes back inside and grasps Sylar's head. Sylar's memories flash by and then he sags in relief. Matt invites him to use his powers on him, and Sylar isn't able to do anything. However, Matt then says that he knows that what scares Sylar is being alone with his immortality. He's trapped Sylar inside his own mind, and once he's gone, Sylar will never even know what Matt did to him. Sylar suddenly finds himself in an empty house. He calls out to Matt but gets no response.
In the basement of his house, Matt seals the comatose Sylar away behind a wall. Before he can finish placing the last few bricks, Peter arrives and knocks at the patio door. Matt goes upstairs.
Emma uses the compass to go to the carnival and sees the devastation caused by the shooter. Doyle greets her and says that they need her help. He takes her to Samuel, who has been expecting her and asks her to tend his shoulder wound. Samuel insists that what matters is that she's here, and that she's going to make a new world for themselves. When she wonders what he means, Samuel merely says that they'll show everyone how great they can be.
Matt greets Peter, who shakes his hand and mimics his telepathy. He then uses the telepathy to learn what Matt has done. He goes downstairs and Matt explains that he's trapped Sylar inside his own head. Peter insists he has to get him out and steps forward, touching Sylar's head before Matt can stop him. Peter finds himself in a mental landscape of an empty city. He calls out to Matt but gets no response.
In the woods, Lauren makes a phone call… to Tracy Strauss. She explains that Noah told her to call Tracy if anything went wrong.
Samuel closes Lydia's eyes as Edgar arrives at superspeed to mourn her death. He explains that he went to Noah, and Samuel says that it was the normal people that killed Lydia. Edgar wonders how Samuel let it happen. Samuel then goes outside and tells the carnival residents that he was willing to sacrifice himself to save them. However, he points out that the outside world has proven once again that they'll never accept them, and the people in the town looked at him with revulsion. Samuel tells his people that it's time to put fear behind them and show the world what they truly are. Share this article with your friends