Crackpot Web adventurer Arthur Van Halen, who has been chasing shape-shifting wolves for some time, traps Ruby while she's in wolfen form after escaping from Tyler and plans to expose the Wolf Lake community to his Internet audience. Meanwhile, Luke is consumed with jealousy while spying on Sophia and orders Sophia to stay away from her new boyfriend. Not aware that Ruby is being held captive, Vivian orders a kill or capture order, for fear that her being at large will endanger the community.

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Kanin rents a house from Sherman and discovers to his horror that a disfigured young woman named Lenore is living underneath the home. She has many secrets about the people of Wolf Lake and what they did to her, but is reluctant to share them. Sophia, still unchanged, is approached by Luke to go to a rave. Luke's jealous girlfriend Presley confronts Sophia, saying she will never fit in with the kids from "The Hill". Presley claims Luke's interest in Sophia will vanish after her first change. Later, Sophia gets dressed up to go to the rave, but is confronted by her father the Sheriff, whom she told she was going to a friend's house. Meanwhile, Ruby confesses to Sherman Blackstone that she fears Tyler will not honor his promise to let John Kanin live. Sherman is hesitant to interfere, but says that Tyler's love for Ruby may be a vulnerability.

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A humorous episode in which Sherman Blackstone recounts the night when the pack came together to elect a new Alpha Male to replace Willard Cates. Although it's impossible to tell how much of Sherman's tale is actually true, he claims that voting for the two candidates, Tyler Creed and Gerald Carter, resulted in a tie vote. Vivian Cates tried to persuade Matthew Donner to throw his hat into the ring, but he declined and instead nominated Vivian. This caused an outcry of protests that a woman cannot lead the pack. Luke, in fear for his life, seeks Sophia's help in an attempt to leave Wolf Lake before the new leader is elected.

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During what he thinks is a routine traffic stop, Sheriff Donner is shot three times and hangs on the brink of death as Sophia and Sherman try to convince him that he must become a wolf in order to save himself. In an effort to protect John, Ruby reluctantly marries Tyler. In the absence of her father, Willard Cates, whose death is still a mystery, Ruby is walked down the aisle by Sheriff Donner, who has recovered from his gunshot wounds without resorting to changing.

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Miranda, the torch singer, is assaulted and raped by a wolf, and initially refuses to divulge any details of her attack. Kanin tries to persuade her to help him bring the guilty party to justice, but she explains only people "on the hill" get justice in Wolf Lake. Willard releases Ruby from her house arrest, hoping she'll marry Tyler Creed, and tells her he can't protect her and Kanin if she returns to him. Meanwhile, Sophia is accepted to the University of Florence, and Luke is upset that she may be going away. After she experiences the beginnings of a Wolfen transformation, Sophia decides to forgo the trip, much to Sheriff Donner's disappointment.

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When a serial killer strikes again in Wolf Lake after over 30 years, Sheriff Donner and Deputy Molly withhold critical information about the case from John Kanin to keep him from finding out about the town's secret.

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Luke and his gang of wolves attack a truck carrying toxic waste for Tyler Creed, leaving the driver badly burned and the truck leaking a toxic gas. Luke visits Sophia in the night to confess, but is almost caught by her dad and flees before telling her the whole story. Sheriff Donner questions Luke about the accident, but when Luke takes him to the site, the overturned truck is gone. All that remains is a strange white residue.

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When one of the local girls' first transformation doesn't go right. John thinks they are hiding Ruby, but later finds evidence that she is still around, when he discovers her twin sister's grave.

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As soon as Seattle Detective John Kanin proposes to his girlfriend, Ruby, she disappears mysteriously. John's search for her brings him to her home town of Wolf Lake where he finds few allies and many more questions.

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