Two months after the destruction of both the Primatech and Pinehurst, and the death of Arthur Petrelli, the now-villainous Nathan returns with a vengeance by persuading the U.S. President and the government to round up all people with abilities for containment and disposal, leading to Claire, Ando, Peter, as well as Tracy to become fugitives from the people who were their former allies. In Japan, a powerless Hiro tries to live through the super-charger Ando as his latest partner. In New York, Peter struggles to find a life for himself as a paramedic, but finds that his cannot hide from his past. Claire learns about Nathan's and Angela's plans for interment of people with abilities and sets out to warn Matt Parkman who learns more about his abilities from the spirit of the African spiritualist Usutu. Elsewhere, Syler travels to Baltimore to locate his long-lost father and ends up being the only one who escapes from a government dragnet led by a mysterious agent known only as 'the Hunter'. Mohinder also learns that he has been targeted, and that Noah Bennett is apparently working with Nathan as well.

Following a tip from their anonymous source "Rebel", Matt and Peter hurry to rescue Daphne from the holding facilities in 'Building 26' in Washington, and to find evidence that may expose the government's plans to capture those with powers. Meanwhile, Sylar uncovers the truth about his mother after he experiences past memories of his father at a disused diner located deep in the New Mexico desert which makes him dump Luke and head off to look for his biological father. In California, Claire must find a way to sneak Alex out of her house which is under observation by FBI Agents, and Mrs. Bennet reluctantly agrees to help. Elsewhere, Danko hatches another nefarious and explosive plan of his own to trap and kill Matt. Also, Claire has a run-in with an old villain, Eric Doyle, whom she captured a while back who asks for her help to hide from government assassins after him too.

Now on his own, Sylar finally finds his biological father, Samson Gray, a reclusive, lung-cancer ridden taxidermist, to confront him with questions about his past, but soon learns that Samson is not who he appears to be. Meanwhile, Nathan continues to lock horns with Danko over the hunter's tactics to eliminate people with abilities, after he tries to frame Parkman for an attempted suicide bombing. This leads to both Nathan and Danko going behind each others back to unseat the other. Nathan becomes wary about Danko going rogue and the hunter interrogating Tracy, as well as Nathan's mother, Angela, about Nathan's own ability. In California, Claire takes Alex's old job at the comic book store where she is given a message by 'Rebel' to help out her former nemesis, the puppet master Eric Doyle, when he too is targeted by rogue agents. Also, Hiro and Ando return to California where they are led by clue from Rebel... to an infant Matt Parkman.

Nathan and Peter try to find the shape-shifting Sylar before he can make contact with the President and assume his form as well. Clare goes off to try to stop Sylar on her own, only to end up as a captive. Meanwhile, Hiro and Ando make a rash attempt at stopping time so they can break into Building 26. They hope to free those that still survive and have powers, while Danko, framed by Sylar for the murder of an agent, has a talk with Noah Bennett over their views on fighting this war. Elsewhere, Angela meets with Matt to ask for his help to save Nathan, when she has a dream about him being in danger from Sylar.

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.