Surprise! Its Audrey's birthday and all of her Haven buddies have secretly gathered in a hotel on a remote island, Carpenters Knot, to throw her a surprise party.
After arriving, Vaughn Carpenter, the owner of the island, comes down to greet everybody and tells Audrey that she looks just like Lucy Ripley, who is Audrey's mother. Unfortunately, their conversation ends abruptly when the lights go out due to a storm.
Shortly after, Eleanor's daughter Julia finds what appears to be Vaughn's skin on the floor in one of the rooms. Everyone is shocked except for Chief Wournos who indentified Vaughn as a chameleon, shape shifter and monster. He explains that the chameleon takes on the form, shape and personality of humans and has already killed six people in the past, including his partner. The chief declares that no one will be allowed to leave the island until they find the person that the chameleon has now taken over.
Meanwhile, Julia finds newspaper clippings of Vaughn from when he was younger and dying from bacterial meningitis. However, according to the article, he miraculously made a full turn around in three days - leaving him healthy and able to go home to his wife. The Doctors involved in his treatment were perplexed and had no explanation for his speedy recovery. However, Nathan concludes that the chameleon had taken over Vaughn's body and has been living as him for the past 27years. In that same area, Julia finds a newspaper clip of Audrey's mother. According to Vince, a Haven Herald writer, Lucy always helped those in need and helped the Carpenter family years ago. They figure that Vaughn thought that since Lucy helped him in the past, Audrey will be able to help him now.
In the meantime, tempers flare as everyone grows weary and loses patience. In fact, Duke accuses Nathan of being the chameleon and not wanting to take any chances, Chief Wournos knocks Nathan unconscious. Once Nathan comes to, Audrey decides to untie him as everyone argues and the lights abruptly cut off … AGAIN! This time Eleanor is killed and once again, no one knows who did it.
In a drastic turn of events, Nathan acts on impulse and kisses Audrey on the lips. In that moment he realizes that Audrey is the chameleon and shoots her, causing her face and body to contort (Gasp!). Nathan knew Audrey was the chameleon because he could no longer feel her touch. Just as the group predicted earlier, the chameleon was a man who took over Audrey's body because he thought that she could help him like Lucy had in the past. Amazingly, unlike the rest of the victims, Audrey survived being "body snatched" and was found alive in a chest in the basement (sigh of relief).
Before leaving the island Duke gave Audrey her birthday present- a necklace with the initials "LR" (Lucy Ripley) on the back. Remember the mystery boy standing next to Lucy on the Colorado kid photo? Well, that's Duke when he was little and apparently Lucy gave him that necklace to hold onto. Stay tuned as the saga continues and the plot thickens...