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The episode opened with Allison taking over as the head of GD, while Carter went to Henry because he thought something might be wrong with her.
Meanwhile Jo went to the airport to pick up Zoe who was home for a visit and they had some time in the car to discuss why Jo was dating Zane behind Zoe’s back. Carter, Zane, and Henry figured out that someone was controlling Allison.
Carter had Allison come to the station for lunch where he threw her in a jail cell, as she admitted she was not Allison she pressed a button, this caused Carter and the rest of Eureka to fall asleep.
Jo and Zoe got back and realized the town was asleep and GD was in trouble, they took Carter to the infirmary where Zoe worked on reviving him while Jo tried to stop Allison.
Zoe figured out it was Beverly Barlow who was controlling Allison and Jo managed to interrupt the download Beverly started and prevent her from stealing the hard drive. Zoe managed to wake up Carter who in turned returned the favor of telling her why Jo and Zane were different than she rememebered.