When Hiro travels three years into the past, he has a second chance to save Charlie from the hands of Sylar. However, Samuel's presence serves to complicate Hiro's mission even further. Elsewhere, H.R.G.'s past with his Primatech partner is revealed.

H.R.G. hosts a non-traditional Thanksgiving dinner by inviting Claire over at his apartment for dinner. But the dinner becomes more awkward and uncomfortable when Noah invites his former co-worker Lauren, while Noah's ex-wife, Sandra, also shows up with her newest beau, a younger man named Doug Douglas, whom like her also has a small dog fetish. Claire is also conflicted about where she wants to be, in which Noah invites over Gretchen to try to lift up her spirits. Meanwhile, the Petrelli family gets a surprise guest at their table when Sylar shows up having reclaimed Nathan's body and holds both Peter and Angela at his mercy. Elsewhere, Samuel continues to hold Hiro hostage as part of some grand master plan, as Lydia goes to Hiro in search of the truth about Samuel.

H.R.G. is greeted by some unexpected visitors and Samuel's grand plan begins to come to fruition. Meanwhile, Peter struggles to accept the truth and takes extreme measures to get what he wants. Elsewhere, Claire's journey leads her to an unexpected destination.

Claire attends Nathan's funeral while Peter struggles with his grief in his own way by wanting to seek revenge. Meanwhile, Noah and Lauren interrogate a captured Edgar for information to where to find Samuel's carnival. Elsewhere, Sylar returns to Samuel's carnival where he and Lydia try to find a way to emotionally get inside the killer's head to make him see what is troubling him.

H.R.G. recruits Matt to help him take down Samuel, as they use his long-lost love, Vanessa, to lure him to them, but Samuel has his own plans for Vanessa in the works. Meanwhile, Hiro and Ando go to extreme lengths to save Dr. Suresh. Elsewhere, Peter's introduction of Emma to his mother brings forth visions of a very grim future.

H.R.G. enacts his plan to take down the Carnival with the help of Lauren and Suresh. Sylar visits Matt looking to understand his desire to make a human connection, but Matt has a plan of his own. Meanwhile, Peter warns Emma of Samuel's intentions after his grim vision of the future.

Peter is forced to travel into Sylar's mind to ask for him to save Emma and the two of them find themselves in a limbo state-like deserted city where they try to find a way out. Meanwhile, Samuel tries to further manipulate Claire by showing the past of Noah's in image flashbacks showing his first wife, and the reasons why he came to work for The Company. Also, a wounded Lauren meets with Emma for medical treatment and to try to get her to listen about Samuel's nefarious plans.

Samuel's ultimate plan spells disaster for thousands.