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Babylon is the fifth episode of the first season of Carnivàle, and the fifth episode overall.
The carnival arrives in Babylon and it's clear that no one is happy about being there. Sofie argues with Apollonia over her recent sexual encounter during the dust storm. Sofie, however, is worried that she may be pregnant. She goes to Libby, who disabuses her of the notion since "you can't get pregnant the first time." Sofie and Libby become quick friends.
In an effort to prevent many of the rousties from deserting, Samson takes the carnies out on the town for the night. Ben proceeds to become extremely drunk (considering that it may be his first experience with alcohol) and stumbles off alone into the dark.
Ben, who has apparently just woken up in total darkness, flicks his Zippo to disocover that he's in an abandoned and seemingly sealed-off mine shaft in the Babylon mine. Meanwhile, Lodz sits alone outside in the wilderness at night, and he may or may or may not be able to hear Ben screaming for help.
The carnival opens for evening business, and the crowd is extremely large and composed almost entirely of sullen-faced, grey-suited, dirty miners. Samson is unnerved, and tells Stumpy to cancel Dora Mae's blow-off (i.e. she keeps her panties on). Rita Sue is unconvinced and has her daughter go ahead with the act. Both the Babylon barkeeper and the local projectionist are in the crowd.
Sofie is reading the Tarot cards for her mother, when Apollonia has Sofie ask the miner if he knows the name "Scudder." The miner does, and relates that Scudder worked the mine several years prior and that Scudder had killed Carl Butridge with a pickaxe. Apollonia declines to explain the incident or its relevance to her daughter.
Down in the mine-shaft, Ben has stumbled across a pickaxe, just as Scudder, dressed as a miner, comes round the corner. Ben reveals that he knows that Scudder is his father, but Scudder asks Ben if he knows what that means. In light of Ben's silence, Scudder sets off down the tunnel. Ben can't keep up, and soon collapses when he finds the lifeless body of Carl Butridge, pickaxe still lodged in his chest.
Jonesy proceeds to get drunk while operating the Ferris wheel, causing him to get into a fight with some miners. Samson, knowing that Jonesy broke their agreement concerning alcohol, has the fight broken up and kicks Jonesy out of the carnival. Jonesy stumbles off into the dark.
Dora Mae is in the middle of her blow-off when the miners in the crowd turn rowdy and rush the stage. The tent collapses, and Dora Mae is cut on her way out. Stumpy later gives her some ointment for the cut. Dora Mae sits alone outside the tent as she applies it.
Ben has relit his Zippo and discovered a series of letters carved in the wooden beams supporting the mine: AVATARAVATARAVATAR. He copies "TARAVATARA" onto his arm in charcoal. Ben takes Burtridge's headlamp, lights it, and sets off in search of Scudder.
Jonesy, staggering up the hillside outside of the carnival, comes across a tree and we can see legs dangling from it. There's been a hanging. Jonesys sees it and vomits. He carries the body back to the carnival and lays it out. Rita Sue runs over and the identity of the body is revealed: Dora Mae. Her throat was cut and the word "Harlot" was carved into her forehead.
- The letters Ben finds in the mine shaft, AVATARAVATARAVATAR, can either be broken down as either AVATAR or AVATARA. When Ben later returns to the sequence of letters in the Loving graveyard, he edits it to read AVATARA.
- Scudder and Ben meet and speak for the first time. Ben acknowledges Scudder as his father, and Scudder informs Ben that there's a lot he's missing.
- Scudder killed Butridge for an as-of-yet unrevealed reason.
- Apollonia's interest in Scudder may have been out of a desire to help Ben, or merely gather information on the situation. Her decision to exclude Sofie from all of this is primarily to prevent her from growing into her birthright as the Omega