Barely escaping from the evil and powerful Arthur Petrelli, Ando forces Hiro to teleport them back to Japan only to discover that Mr. Petrelli has erased most of Hiro's mind and who thinks he's 10-years-old, and still in school. Ando must try find a way to make Hiro remember his powers. Meanwhile, Sylar tries to reason with the captive Elle to force out her anger and to learn how to take her powers without killing her. Mr. Petrelli sends Knox and Flint out after Claire and Peter who try to find a way to outwit their pursuers. Matt Parkman tries to scan the comatose Angela Petrelli's mind to try to save her and learns that Daphne is a double-agent assigned to watch over him and that Mr. Petrelli has something against her. While Suresh continues to unsuccessfully search for the secret to the formula to give people powers, Nathan and Tracy pay a visit to Pinehurst where they meet with the manipulative Arthur Petrelli who offers Nathan the world in exchange for his loyalties and help. Nathan declines, but Tracy, eager to gain more power in politics, accepts.

Having reestablished control over the Company, Angela sends Nathan and Peter to Haiti to find the power-suppressing Haitian to bring him back to the USA to help in their fight against Arthur Petrelli and the evil Pinehurst. Hiro and Ando travel to New York to come back into the fold and ask for Parkman's help. Hiro, having lost part of his mind, but not his powers, teleports himself, Ando and Parkman to Kansas to Daphne's home to find out what Mr. Petrelli has on her. Also, Sylar teams up with Elle to try to capture Claire to bring her to Pinehurst to give her to Suresh to experiment on as the missing catalyst to the formula. But everything changes when a prolonged solar eclipse happens, which renders the heroes and villains powerless, stranding Peter and Nathan in Haiti with the Haitian who is trying to capture the powerful Voodoo witch-doctor Baron Samedi. In Kansas, Parkman must find a way into the Millbrook house without his mind-reading powers, and learns what Daphne is without her super-speed powers. In California, the powerless Elle and Sylar try to capture Claire, who accidentally gets shot, and Nathan seeks revenge.