- The zombies move towards Meg; her pleads for them to stop go unnoticed. Meg steps back, kicking a stone down a ledge. The zombies move closer still as she stops retreating. Someone fires a gun and a zombie falls over; it is revealed to be Guy, having gone out with Sherry to look for her. The two run up to check if she is OK, but fail to see the other zombies. Guy fires again, calling for Meg and Sherry to run away. As he joins up, the sound of the zombies disappears, replaced by hooting owls and chirping insects. Meg thanks Guy for saving her in the forest; he modestly sweeps it away as them happening to find Alan's wrecked cruiser. More movement is heard from the forest, and Alan arrives. With so many zombies roaming through the forests, Alan feels the need to call in the county police as well as warn the inhabitants of Stone Ville.
- An emergency town meeting is called at the sheriff's department. Alan gives the townspeople only two options to solve the crisis: equip themselves with guns to defend themselves, or evacuate the town. A man ("Townsman 1") chooses to arm himself, adamant that their quiet town remain peaceful; a woman ("Townswoman 1") decides to flee, believing that whatever destroyed Raccoon City is too great for them to handle. Mayor Finch objects: so that everyone gets rich from the opening of a new Umbrella factory, they all have to remain quiet about this incident. Alan points out what Sherry told him about Umbrella being the creators of the T-Virus. Finch's apology for Umbrella is that it was the work of a single researcher, and not the company as a whole, seeking to blame everything on Dr. William Birkin. Finch informs the others that that researcher is now dead so they have no one left to blame; he also brings up that Umbrella wants Alan to hand over Sherry before their deal can go through. Finch clarifies to a confused Alan that Sherry is Dr. William Birkin's daughter. The townspeople are shocked by this revelation.
- Back on the highway, Guy drives a police cruiser. It will take three hours for him to reach police reinforcements. Seeing something by the road, he stops. Looking out down the road, Guy sees a black mass wriggling along the road. Focusing, he realises they are rats - giant black rats. A branch breaks in the woods, possibly from the sheer weight of them all.
- Back at the sheriff's department, Mayor Finch continues his demands, labeling Sherry's new friend Claire a criminal by association of helping her out of the city. Sherry defends Claire, but accepts the crimes of her parents; Finch declares her to be the child of the devil, who must be taken out of the town and handed over to Umbrella. He earns the support of other townspeople, who become angered. Meg is angered by their hostility and brands the crowd "shameless"; their groans quieten down. She attacks the very notion that Sherry should be blamed for her parents' actions and be treated as though she was the perpetrator. Finch regains support by asking if the audience would really protect a stranger.
- Alan shoots into the air to get everyone's attention. He will not be handing anyone over. The townspeople no longer care what the sheriff has to say, and move in on Sherry. Alan fires again and the three run into his office. As the townspeople bang on the doors to get in, Meg pushes a table in the way and Sherry moves towards the window.
- Back on the highway, Guy sees a Cerberus leave the woods. A distant growl suggests more creatures are approaching. He fires at the encroaching animals, but is unable to protect himself from them and is attacked.
- In the sheriff's office, Meg gets Alan some coffee so he stays awake. Despite the trauma, Sherry is sleeping. Meg reveals why she was living with her grandfather: her father was a violent alcoholic who would attack her and her mother. When Meg was ten years old, her mother ran away, leaving Meg behind to be beaten more. The next year her father was killed by a drunk driver. She would like to meet her mother again in New York, but she is still hurt by the abandonment.
- At Finch's house, the Mayor receives a phone call in his study. Umbrella wants an update on the situation with Sherry; he apologises for failing to take her away from the sheriff, but is told bluntly that she isn't needed right now. The contact then hangs up - or the phone is disconnected - much to the confusion of Finch. Hearing a noise outside, Finch opens the door to investigate. A man walks up to the door, refusing to talk to him. When Finch sees the rotting flesh on the man's body it is too late, and he is grabbed and bitten.
Community content is available under CC-BY-SA unless otherwise noted.