Ruth oversees the train's operations under the Wilford regime. She informs Till that she has no intel on Roche and his family. Till tells Ruth that Wilford has sent for her. Zarah reveals that the word is that Andre's been sentenced to the Swamp, Big Alice's compost. Ruth informs them that she's in charge of planning a special evening.

Kevin and Ruth report to Wilford on his special celebration. Wilford orders a census of the passengers.

Javi is being sent to Big Alice. Ben encourages him to keep believing and make the pickup.

Ruth asks Kevin about the surprise he's planning for Wilford. He's cagey.

Ruth finds all the patients' records from Dr. Pelton's clinic stacked in her office.

Javi arrives to meet Alex. Alex is not welcoming. She leaves him to get ready for the big event.

Till comes to see Wilford, escorted by Sykes. She asks about Roche and, eventually, Wilford tells her to tell the train that Roche and his family have been Drawered.

He instructs Sykes to take Till down to Car 272.

Layton is working in the compost car, eating bug bars.

Josie asks the Drs Headwood what they've done to her. They explain that they've repaired her and improved her beyond Icy Bob's abilities.

Kevin tells Ruth that Car 272 is being opened and he's being put in charge. Winnie runs by and he conscripts her.

Car 272 is a carnival. Kevin runs a tech rehearsal where Wilford makes a ringmaster's entrance, complete with a shower of mirrored confetti. The room transforms to create a stage for a puppet show. It's a Punch and Judy style retelling of Wilford, Alex, and Melanie where Melanie dies.

Alex leaves but LJ applauds. Wilford reveals that he knows that contact with Melanie had been lost ten days ago. He wants everyone to believe that Melanie is dead.

Zarah preps Winnie with a message for their allies on Big Alice. Kevin interrupts with an invitation to Wilford's event. Zarah is not allowed to decline.

Josie undergoes a cold test.

Layton continues to toil in The Swamp. He saves items like broken shards in case they prove useful.

Wilford visits and they spar verbally.

The guests arrive for Wilford's dinner. Wilford and Audrey make an entrance.

Over dinner, discussion gets heated. Osweiller defends LJ and then performs beautifully at the piano when asked what he has to offer.

Josie visits Layton in The Swamp. He advises they hold their position until the plan comes together.

Wilford makes Ruth an offer but Alex warns her she can't trust him. When he states they won't be taking the Rocky Mountain test track again, Alex tells Ruth that the census is so he can cull the people aboard the train down to a manageable population. She informs everyone that he killed half the population of Big Alice. He has Alex thrown in the brig.

Wilford insists that Ruth take a seat at the table. He calls Kevin in and tells him to sit as well. He informs them he only needs one Head of Hospitality. He offers the position to Ruth on the condition that she inform the train that they will not be returning for Melanie. She refuses. He strips her of her uniform and she is marched downtrain to The Swamp.

Wilford offers Till the role of his advisor. He presents her with all the killers of the breach workers, strapped in to be executed by lung of ice. Till argues for a trial. Wilford executes them all.

Wilford holds an orgy in his quarters while Javi is trying to drive the train. Alex settles into the brig.

Ruth informs Layton of Wilford's plans.

Javi hears Melanie's transmission. He smuggles a message into the toilet to get it to Layton. Ruth finds it and Layton decides it's time to escape.