Sheriff Valenti and Kyle are returning to town after fishing, when they encounter the strange billboard. Valenti calls in to Deputy Hanson on the radio, but there is no answer.

As he waits, Valenti observes how much Kyle’s changed recently, and it’s not just the fishing behavior. Guys don’t come over to watch football, and Kyle has hung wind chimes in the house.

Valenti calls in again, frustrated. Hanson had better not be sitting drinking a Frappucino.

Back at the Evans home, Isabel calls out to her brother, who is gone. Max rushes in: he was checking the neighbors’ house, and they disappeared, too.

Isabel hugs Max, upset that their parents are gone.

She thanks him for saving her life.

Max calls and tells Michael to meet up at the Crashdown.

Maria and Liz wander the streets. Someone is there. Spooked, the two run back to their car.

Liz picks up a piece of skin that crumbles. Maria recognizes its importance.

Max, Isabel, Michael, and Courtney meet up at the Crashdown. All of the humans are gone, Michael observes.

Just then, Maria and Liz enter. While Max narrates, Maria tries to call Alex. She stops when she notices a CD on the lunch counter. Alex was here to meet Maria.

Isabel wants to know who did this. Tess blames Courtney, who led the Skins to Roswell.

Isabel looks out the window and sees someone coming. She hurries everyone into the bathroom to hide.

Nicholas and Ida enter. Tess mind warps to hide the bathroom itself.

Nicholas acts as childlike as his husk. He sips from a shake at the counter and eats a pancake.

He notices something odd across the room. He goes to the "wall" where the door should be and knocks on the mirror that is now there.

Tess struggles to maintain the image.

Nicholas calls to his "Mom" to come over. He’s still looking into the mirror, obsessed with what he sees there. Nicholas touches his face.

Echoing what every mother has once said, Ida tells her son not to pick his face. Nicholas notices that she’s shedding, too.

The two Skins must go to a moisture chamber. Afterwards, they will begin a more methodical search.

Our teens reemerge. Tess sits down, reeling from the exertion. Nicholas was like a sledgehammer at her head.

Upstairs, Liz is folding clothes while listening to Elvis Costello’s "Allison," music reminds Liz of her mother. Max wanders in to check on her.

Max takes responsibility for what the Skins have done. Liz continues to hope, though. She tells him to be strong.

He is, until he looks to her bed. He flashes back to seeing Liz and Kyle there, together. (link to "The End of the World") Max leaves.

Courtney has collapsed. Her facial skin is wrinkling badly. The others take her upstairs to the Parkers’ bathtub.

Maria suggests that they help Courtney out of her clothes. As the girls do so, Isabel uses her powers to push Max and Michael out of the bathroom, slamming the door behind them.

The husk is starving, so Maria tosses a fistful of vitamins into the tub.

Outside, Max uses Liz’s telescope to check up on the Skins. Michael is concerned about Courtney’s health. Max asks if Michael’s sleeping with the enemy.

Michael explains that Courtney was over to show him how the new husk fit. That’s all.

Tess thinks that Courtney’s rapid recovery is all part of an act. The whole business seems a little convenient.

Tess wants to ask a few questions. She pulls the plug on the tub and tells Courtney to start sharing information quickly. What did the Skins do to the other humans?

Courtney says that time here "is in multiple subsets." She suggests that aliens can be in multiple times at once. Humans cannot.

Liz wants to know where everyone else is, but Courtney has no easy answer. They could be in another dimension. Or another plane of existence.

Tess relents and puts the plug back in. Liz and Maria wonder if their being out of town bought them some time.

Maria and Liz move downstairs and a Skin moves to attack them. The door jams, so Maria dives through the kitchen window.

Liz is partway into the window when the Skin approaches. Just arrived, Valenti shoots the Skin. When the sheriff approaches, the Skin stands, and the two tumble a bit.

The Skin jumps the counter to escape. Kyle helps his father.

Since guns won’t work, Max asks Courtney how to kill the Skins. She pulls aside a piece of skin on her back, revealing a metal switch.

Courtney tells the others that they should hit this place really hard, causing the seal of the husk to break.

Isabel asks about Nicholas. Courtney says that stronger powers than them. His mental powers are most dangerous; they can rip a memory from the mind.

Valenti wants them moved to a safer location, and Max suggests the UFO Center. Once everyone is safely there, Michael, Isabel, Valenti, and Max will search for Skins.

Kyle asks why he can’t help with the fight. Max replies, "You’re not someone I trust."

Outside, Max sends his friends to the UFO Center in groups. Michael and Kyle both help Courtney across. Valenti, nursing his own wrist, crosses with Tess, Liz, and Maria.

Isabel asks Max if he would do something that she asks, with no questions asked. She wants to chase Nicholas herself, since she’s the one he’s after.

Max wants to know what really happened at Copper Summit. (link to "Harvest") He reminds her that they are all better off together than apart.

But when Max checks the street, Isabel is gone.

Isabel wanders through town. Outside City Hall, she sees a tour bus parked. Nicholas is playing with a remote controlled car, which he drives into her foot, announcing his presence.

Michael brings Courtney some bottled water inside the UFO Center. She’s dying. Michael tells her that this is not an option.

He won’t like her only option, though. It’s the granolith.

Meanwhile, Liz and Kyle search the office at the Center. Liz notices an electrical signal that began at 10:30, the time when everyone disappeared.

If the field is an electrical one, then they could turn it off.

Sheriff Valenti enters the office and asks Liz to excuse them. He’s short of breath.

Valenti reminisces a bit, remembering how Kyle comforted his father when Kyle’s mother walked out on them when Kyle was six. Valenti remembers when Kyle first tied his shoes, when he rode without training wheels.

Valenti stumbles, and Kyle catches him.

"I’m in awe of you every day, son," Valenti tells Kyle. "I apologize for not recognizing the man that you’re becoming. . ." And Valenti disappears.

Tess and Maria wait nervously in the Center’s lobby. Maria paces and notices a woman looking through a window: an exhibit. A moment later, the "woman" is gone.

A Skin among them, Maria calls out. The Skin throws Maria to the floor, but Tess kicks the Skin, causing her to shatter.

Max gathers the group and directs them to go to the school. Kyle tells them about his father.

Maria wonders who will be next.

Looking down, Kyle sees a postcard of the billboard and makes a connection. The green rod must be the source of the field. Kyle will destroy it.

Max stops him. They should all stay together.

Kyle needs to do something, and so he goes. He takes Liz with him, promising Max that he will take good care of her, and Maria, too.

In the confusion, Courtney is missing.

Inside the coach bus, Nicholas has Isabel’s arms shackled. He knew that it was only a matter of time until Velandra returned to his side.

Ida wants Isabel dead.

Isabel is there to deal, though. She offers herself to Nicholas.

He laughs and says, "You always were a flighty little princess. Jewels before studies, that’s our Velandra." Nicholas sends Ida away so that he can question Isabel.

She claims that their last meeting awakened memories in her of the two of them. Nicholas warms to her. The shackles disappear.

Isabel leans over to kiss him and pushes him to the aisle. She picks up a camera to strike with. But Ida returns, knocking Isabel unconscious with a tap.

Ida holds a distraught Nicholas in a maternal embrace.

As Kyle drives out to the billboard, Liz cannot believe that she left Max without explaining, without even saying good bye. Kyle reminds her that they all have jobs to do first.

Liz disappears from the back seat of the car.

At the billboard, Maria is frustrated that Liz is gone; she knows science, and Maria doesn’t. But Maria knows that what they need to do is like blowing a fuse.

Just then, a Skin runs at Kyle, who flips him. Kyle gets The Club out of the Jetta and attacks the Skin with it. The Skin is dust, but Kyle disappears.

Maria is alone.

Nicholas, meanwhile, interrogates Courtney. He scans her memories for details of where the others are. They are at the school, but it seems that Courtney also has a secret.

We see Michael telling her that she must know the location of the granolith, in case he dies. She swears not to tell anyone.

Nicholas gloats that he is about to discover the granolith’s location. Courtney pulls her own switch, turning to dust.

Max, Michael, and Tess find Isabel on the floor of the school. Suddenly, they are surrounded by Skins.

The four are tied to stakes in the hallway. Nicholas toys with Max, amused by the reversals of fortune.

He asks Isabel if this scene is familiar, calling her Velandra in front of the others. Nicholas describes how Michael told Courtney about the granolith, but she died before she could tell all.

Now Nicholas will get the location from Max.

Meanwhile, Maria struggles to get her car’s jumper cables on the glowing rod, which is too wide. She joins the cables together.

Nicholas makes two attempts to discover where the granolith is. He skims Max’s memories, and we see images.

But Maria has looped the jumper cables over the alien rod. An explosion destroys the rod, as well as a hole in the billboard. As she does this, Maria vanishes.

Back at school, Tess gathers her energy. Flames appear behind her, slowly moving outward and engulfing the Skins.

The Skins are gone, leaving only flakes behind.

A janitor’s presence lets them know Maria was successful.

We see a montage of reunions: Valenti and Alex at the Crashdown, Isabel hugging her mother, and Liz and Maria-- and then Kyle-- hugging at the billboard.

Later, Max and Tess walk in the park. She just wanted to scare the Skins with a mind warp. She has no idea where actual flames came from.

She lost control; Tess is scared.

As they talk, a scooter rider bumps Tess and continues on. The kid is about Nicholas’ height and has dark hair. . .