Cullen oversees a work crew as they re-set downed telegraph poles. A man pumping a handcart down the tracks approaches, revealing his scalped head. He says, Indians have killed five railroad men and stolen 300 head of cattle. Cullen telegraphs the fort: "Pursue and kill Indians. No mercy."
Cullen orders Dutch to bury the dead wranglers. Cullen and Elam ride off in search of the Indian raiders.
Ruth hails Sean on the street in Hell on Wheels. She says she's been praying for Sean. "Save your prayers for someone who may need them. Yourself, perhaps," he snaps.
Charging a nickel for his tale, the scalped cattle wrangler repeats it to Louise Ellison. Distracted by a woman's scream, Louise enters the prostitutes' tents to find Eva tending to a bleeding woman. Mickey reminds Eva that his whorehouse is not a hospital -- he's trying to run a business. Louise calls Mickey a pimp. Mickey stares her down and says, Louise doesn't understand "our world here."
Cullen and Elam come upon a horse that's been painted – not dyed – and realize that their cattle were not stolen by Indians. "We got us a white man problem," Elam says.
Through a spyglass, Cullen watches the group of drunk and sleeping rustlers camped by the river. Planning their attack, Cullen instructs Elam: "Don't kill them all."
Cullen and Elam rush the campsite. They shoot all the rustlers but one. The survivor tells Cullen, he doesn't know where the cattle are, but the plan was "to ride into Omaha and get paid out at the restaurant there." Cullen suspects Durant is the plan's mastermind. The rustler tries to run, but Elam shoots him dead.
Exiting the train in Hell on Wheels, Declan Toole foils a pickpocketing. He enters the saloon and introduces himself to Mickey as Gregory Toole's brother. Declan asks Mickey for information about Toole's death.
Eva continues tending to the sick prostitute while Louise watches.
Cullen kicks open the door to an Omaha restaurant, carrying the rustler's corpse. Cullen drops the body in a chair at Durant's table and sits down. Cullen accuses Durant of hiring men to kill his pen crew and steal his cattle. The sheriff enters and backs Durant, then tells Cullen to leave. "This ain't over," Cullen promises. Cullen leaves the body at Durant's table and walks out.
Outside of the restaurant, Cullen plans to "telegraph the fort, call off Bendix." "Like putting a mad dog back on a chain," Elam says. Maggie Palmer, one of the ranchers Durant has been negotiating with, introduces herself. She offers Cullen a good deal for her cattle. "There's a range war coming and your railroad is about to drive right through it," she says.
In Eva's tent, Louise asks about Eva's past as a prostitute. Eva says Elam and Toole helped her survive it. Eva blames herself for Toole's death: "I've put a curse on everything."
That night, Declan knocks on Eva's tent. He says, he's come for her and the baby -- it's Irish custom to marry his brother's widow. She sends him away.
The Swede, now calling himself "Mr. Anderson," repairs a family's wagon axle. He thanks them for providing food and shelter, then tears up in grief over his own family, who he says have been killed by Indians.
Back at Hell on Wheels, Cullen orders Sean to send U.P. stock to Maggie as payment for the cattle. Cullen offhandedly tells Sean, Durant sends his regards.
Major Bendix and his troops ride into town brandishing poles with piked Indian heads. Cullen reminds Bendix of his redacted orders, but Bendix asserts, "We're at war with the heathens," and he's just hastening the end.
Cullen approaches Bendix in the saloon and warns, the Indians will now retaliate. Bendix claims the Indians need to be wiped out. "You fight your war. I'll build my railroad," Cullen says.
Sean informs Cullen that Indians have attacked the U.P.'s surveyors. Cullen warns Sean not to tell anyone, then instructs him to request more soldiers.
Cullen and Elam bury the dead surveyors then head to the saloon. Declan enters and confronts Elam about Eva and the baby. Declan wants to take them back to New York, but Elam forbids it. Elam warns Declan to stay away from his family.
The Swede leads a prayer before eating with the traveling family.
Cullen brings Ruth food in the church. Cullen admits innocent people have died at his hand. Ruth says, killing is a sin, but Cullen can be redeemed if he hates his sin -- "even if he can't turn away from it."
Walking through a field, Durant and Maggie discuss plans for their railroad city.
Cullen places the severed Indian heads on a sacred burial platform. He speaks quietly over them, then looks up at the sky.