Meanwhile, Valenti and Kyle are fishing, Maria and Liz are out on the road in the Jetta on an errand for Liz’s dad, and just outside of town, a billboard advertising the UFO Center has been vandalized. A cartoon alien decorates the board, and stuck through its lower abdomen is a glowing green bar. Suddenly, the bar begins glowing even brighter, then flashes white and emits a green, radiant field, headed directly toward neighboring Roswell.

Back in the Evans kitchen, Isabel, Max, and Mrs. Evans are sitting at the table, attempting to eat the frittata. When Mrs. Evans asks Max about Liz, he changes the subject by asking for more of the unappetizing dish. When her mother turns away to happily get more, Isabel takes the opportunity to spit out a mouthful of frittata. Suddenly there is the sound of a plate hitting the floor, and Mrs. Evans is gone.

Meanwhile, in the Jetta, Liz and Maria swerve to avoid several stopped cars in the road. The cars are empty…everyone has disappeared. A bus pulls into town, and off it step the Skins, led by an out-for-revenge Nicholas. Valenti and Kyle, heading back from their fishing trip, find the defaced billboard, but when Valenti calls Deputy Hansen to take care of it, Hansen doesn’t answer.

Back again at the Evans house, Isabel can’t find her father, who has also disappeared, and she panics when Max isn’t immediately there either. But Max has been checking the neighbors, and comes in to announce to Isabel that the neighbors are missing as well. Isabel tries to make a phone call, but no one answers. Frightened, Isabel hugs Max tightly and cries, "Mom and Dad are missing. They're gone. We're the only ones left."

But over at Michael’s apartment, he’s tending to Courtney, who is in a bathtub after putting on her new Husk. She tells Michael that since the Husk wasn’t yet mature, she’s not sure how long it will last. The phone rings, and it’s Max, telling Michael to come to the Crashdown immediately.

In the Crashdown, Isabel, Max, Michael and Courtney meet and decide that it’s only humans who are missing, until Liz and Maria run in, telling them that they found some cast-off skin. Isabel says this must be all their fault, but just then Tess enters to blame it all on Courtney, saying she led the Skins to them. Isabel looks out the front door, sees Nicholas and Mrs. Whitaker, and quickly tells them to hide in the bathroom. Tess uses her power to make them invisible to the Skins, who prowl through the Crashdown. Though Nicholas and Mrs. Whitaker search, they fail to find the six, and Nicholas points out that Mrs. Whitaker is starting to shed. She scratches herself, and Nicholas says they have to get back to the moisture chamber. They leave, and the six come out into the open.

Max and Liz spend a moment together in her room before Isabel screams for Max to come down. Courtney has collapsed, and her skin is starting to bulge and crack. Isabel, Maria, and Liz put Courtney into a bath, with Maria tossing some of her herbal capsules into the water besides. When Courtney seems healed, the girls pull the plug on the tub and start interrogating her. Isabel asks what happened to their families, and Courtney talks about time dimensions, and that she doesn’t know where the humans are. Tess puts the stopper back in the tub as Isabel asks Courtney why Liz and Maria haven’t disappeared, but Maria answers that she and Liz weren’t in town. Courtney responds that that bought them some time.