The scene opens as Oxy is exploring Darkness Falls. Passing along the mostly empty street, a grandmother protects her grandson who excitedly points to the circus performer. Oxy decides to go inside a local arcade and chat it up with the employee. He warns her that most of the town is on a self-imposed curfew, with few out during the day and even fewer out at night. A series of disappearances began six weeks ago. Young women would disappear and reappear days later with no memory of their missing time. Within the last two weeks the disappearances have become worse, with members of both genders and all ages disappearing and not returning.
Following a tip from the arcade employee, Oxy heads to the nearby Quik Stopp. Meanwhile, Max comes into town and stops at the Quik Stopp. She, too, learns of the string of disappearances. When Oxy comes in to ask questions, the clerk tells them of a woman he knows who disppeared for a few days and returned without memories of that missing time. He gives the ladies directions, and they head off. The clerk then gets robbed by a masked robber, who then decides to drive to the north side of town and set up camp beside Shallow Lake.
The ladies talk with the woman with the missing time. She tells them that the street lights started to dim, and then she woke up beside her bicycle in the ditch. She gives them advice, as she has done for many women that have been referred to her by the Quik Stopp clerk.
Meanwhile, the Quik Stopp robber gets back in his truck and drives around town. He gets stopped by a police officer, whom he grabs at gunpoint, then leaves handcuffed in the street before driving away.
When the ladies leave the house, they head toward the house of the only woman to not disappear on this particular street. As they do so, the Quik Stopp robber drives by. The woman is a kindly old lady working in her garden. Max and Oxy help the woman in her garden, while discussing the disappearances. The woman thinks that its an excuse for the women to disappear with their men for a few days of romance, otherwise she’d have been kidnapped, too.
As the Quik Stopp robber passes by a small city park, a large energy blast hits one of his tires. He pulls over to the side of the road, and as assesses the damage another blast goes through both the driver side and passenger side windows. Leaving the truck and his .22, he runs down the street, being chased by a weird looking midget with a toy gun. He trapped the alien in a phone booth he pushed over, and continued to flee. Turning a corner, he jumped through a window and his inside a residence while the alien ran past. He then called a cab from the home.
The ladies decided to have dinner at a Chinese buffet, where there was some concern that the ladies were alone near dark, but the need to keep the business opperating prevailed over their concern.
The Quik Stopp robber tied up the cabby who arrived, and drove to the local mechanic in the stolen cab. The mechanic took the two of them in his tow truck out to the pickup truck. He replaced the flat, cleared out the broken glass, and offered to replace the windows. The man declined and drove off, not wanting to be caught for stealing the cab.
The ladies left the buffet, only to note that street lights were dimming in a line straight at them. They decided to head for the safety of the circus.
Our drifter gave up on camping out near the lake and decided to check out a motel. He saw a few working gifts hanging out underneathe the motel lights, so he shot out the lights…