AllMovie

The crew comes to several startling conclusions when Tess (Emilie de Ravin) takes them to the pod chamber; among them is the realization that they were engineered as opposed to having been born, their destinies were predetermined, and that Nasedo is trying to protect them from alien hunter Agent Pierce (David Conrad). In his efforts to foil Agent Pierce, Nasedo takes the form of Max (Jason Behr) and kidnaps Liz (Shiri Appleby). Max doesn't fully trust Nasedo's motives, however, and sets off in search of Liz. All the clues lead to a local carnival, where someone is captured -- the question is whether it's the real Max or Nasedo in his appearance.