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The carnival rolls into Tipton, where they find themselves less than welcome. The town is in bad shape, and the sheriff, Lyle Donovan, knows Samson (Michael J. Anderson), and his business, and warns him not to set up shop. Jonesy (Tim DeKay) takes Ben (Nick Stahl) into town for supplies, where Ben sees a truck with "Big Sky Farms" written on the side, just like in the old photo he found of his mother. Before he can pursue it, he's recognized by the grandmother of the little girl he healed in the first episode, and swarmed by a crowd. This gives Jonesy the idea to present the carnival to Tipton as a revival, with Ben as a faith healer. Samson gets the endorsement of a local preacher by promising him a cut of the gate. The show goes off pretty well, with Ruthie (Adrienne Barbeau) posing as a cancer victim whom Ben lays hands on. Apollonia (Diane Salinger) gets Sofie (Clea Duvall) to give Ben a lift into town so he can look for the farm truck. This leads him to Becca Donovan (Deborah Strong), a sick old woman who was friends with Scudder (John Savage), and knows that Ben has the same gift. Before she can tell him more, her son, the sheriff, shows up and throws Ben out. On the way back to the show, Sofie gets into an argument with Ben over his secretiveness, and Ben is late for his faith healing show, which Lyle interrupts to demand that Ben heal his dying mother. Meanwhile, Justin Crowe (Clancy Brown) is making great progress turning Chin's into a church for the migrants. But the local city council tries to stop him, incurring his supernaturally powerful wrath.