Michael and Isabel remain confused about what Tess is. Tess leads them to a nearby cliff face which Max instinctively knows how to open: Behind it is their pod chamber. However, this is too much for Isabel, who runs out, with Max following. Tess tries to get Michael to stay but he follows his friends. Ed Harding enters after they've gone: He is Nasedo. Tess insists her loyalty is with the others rather than him but Nasedo is angry with her for bringing them here when Pierce is so close at hand. At that moment, someone is reviewing the surveillance tapes of Michael and Isabel.
Max shows Michael and Isabel the book from the library. It contains drawings of the four of them as they are now, with Max paired with Tess and Michael paired with Isabel. Michael thinks this means they were engineered. Michael and Isabel tell Max about the dreams they've been having and their belief that Isabel is somehow pregnant as a result of them. Max goes to see Tess at school and asks her about Nasedo. Tess says he found her after she emerged from the pod but has told her very little about himself and hasn't let her see his true (alien) form. She adds that the dreams are merely intended to show the way: They have to mate the human way.
At the Crashdown, Michael and Isabel discuss her possible pregnancy. Maria overhears and demands an explanation from Michael. He explains but is somewhat dismissive of her feelings. Alex goes to Isabel and assures her he'll stand by her if she is pregnant. Nasedo kills an FBI agent who was following him, then goes into the Crashdown disguised as Max and convinces Liz to go for a drive with him. Although he tells her not to see anyone, Maria spots them leaving...however, they just miss Max and Tess arriving back in town.
Valenti receives a report from Hanson on Ed Harding, whose background as a divorced military consultant checks out. A new deputy, Dave Fisher, arrives, saying he is the extra man Valenti requested six months previous, transferred from Santa Fe. Valenti is somewhat bemused and sets Fisher to work cleaning the coffee machine and his jeep. He is angry to find Fisher looking through the confidential files but Fisher says he was just colour coding them. Valenti has checked on him and found out he is an overachiever.
Nasedo and Liz stop to kiss; when they do, Liz gets flashes of darkness and dead bodies and realises who he is, but stays quiet. Max arrives at the Crashdown and tells Michael and Isabel the truth about her dreams. Michael awkwardly tries to smooth things over with Maria. Maria mentions Liz leaving with Max and the truth dawns on them. Max rings Liz to warn her but Nasedo answers and realises that she knows. Max wants to tell Valenti but Michael and Isabel are worried about exposure. As a compromise, Maria and Alex go to Valenti and tell him they think Max has kidnapped Liz.
Nasedo explains to Liz that he is planning to lure Pierce to him; he has brought Liz along because Pierce wants her as well after finding out Max healed her. He rings the FBI and then dumps the body of the agent he killed by the roadside as a marker. He then goes to a petrol station where he blows up a pump with his powers. Fisher gives a report on the incident to Valenti, who says he will check it out alone. Max, Michael and Isabel grab Tess and force her to go with them to find Liz and Nasedo; she tries to get them to forget Liz and is upset to realise all of them care about Liz than her. As they drive out of town, Fisher stops them for speeding but Isabel charms him into letting them go. Fisher goes to the office and receives a fax of the security footage from the petrol station showing Nasedom (as Max) and Liz.
Nasedo takes Liz to a carnival, where he dismisses her belief that Max will come after her. Valenti finds two FBI agents, Morris and Samuels, standing over the body of the agent Nasedo killed; Morris tries to turn him away. Max, Michael, Isabel and Tess approach but Tess tells them to keep driving, recognising the men as members of the Special Unit. Nasedo uses his power to send up a column of light, which is seen by the FBI agents, Valenti and the Royal Four. Tess realises what Nasedo is doing.
Liz gets away from Nasedo and runs into a hall of mirrors. Nasedo enters after her, as do both Max and Valenti. Max comes face to face with Nasedo, who tries to tell him to leave but Max won't go without Liz. He sees Liz and talks to her but they are separated by a wall of glass, then Morris and Samuels turn up. Nasedo grabs hold of Liz. Fisher appears and shouts a warning to Valenti, who exchanges shots with Morris and Samuels. Through a sheet of glass, Valenti sees the FBI agents grab Max while Nasedo (still looking like Max) gets Liz away.
Once safely in a trailer, Liz kisses Nasedo...and realises for the first time that he isn't Max. Nasedo says that he'll rescue him, then shapeshifts into a clown and leaves her alone. Liz finds Michael, Isabel and Tess and tells them that the Special Unit have Max. Max is being held in a white room, watched through a two-way mirror by Morris and Fisher: He is Pierce.