In the pilot episode of this one-hour drama series, 18-year-old Ben Hawkins (Nick Stahl) buries his mother on the grounds of his family's repossessed farm. With nowhere to go, he is taken in by a traveling carnival on its way through town. The young man's shackles and strange spiritual powers worry a blind mystic named Lodz, but the carnival's manager Samson insists that Ben remain with them. The decision irks head-rigger Jones, who senses chemistry between Ben and a tarot-card reader named Sofie. Meanwhile, in Mintern, California, evangelical preacher Brother Justin (Clancy Brown) receives a 'sign from God' that leaves him awakened to the possibility of his own mysterious powers.

A practical joke leads Ben to a piece of the puzzle that is his past. Meanwhile, Brother Justin and his sister Iris are going through their own changes--including an effort to turn a Chinese brothel into a house of worship for migrants. At the carnival, Sofie tends to her comatose psychic mother, Apollonia, after an upsetting run-in with Ben.

When authorities of the poor town of Tipton refuse to let the carnival set up, Samson takes Jones's advice and reinvents the troupe as a religious revival show--with Ben as its headliner. Meanwhile, Brother Justin is headlining his own show at the former brothel, making a promise to the migrants that upsets his regular congregation. Back in Tipton, Ben and Sofie visit an ailing woman in search of clues about his history.

On the road to Babylon (Texas), the carnies come face-to-face with nature's fury. Lured by clues about his past, Ben reluctantly follows Lodz into an abandoned house, where the seer tests Ben's powers; Sofie socializes with a handsome cafe owner, to Apollonia's chagrin; Samson pays a visit to an old flame; and Jones, facing a roustabout mutiny, comes up empty in his effort to meet with Management. Meanwhile, Brother Justin struggles with an ultimatum: give up his new migrants' ministry at Chin's, or face losing his old congregation at First Methodist.

As Brother Justin tries to make sense of a major catastrophe, the carnival rolls into Babylon, a tapped-out silver-mining town with a luckless history--and few visible inhabitants. Samson looks to raise morale by treating the troupe to a night at a local bar in town, while Sofie and her new friend Libby (one of the cooch dancers) take in a film. Finally, a group of restless miners arrive just in time for the evening cooch show--and the latest tragedy to befall Carnivale.

Thirsty for payback, the carnies get caught up in an obscure yet fascinating phenomenon known as 'Carnival Justice.' Ben's dark adventure ends, and Lodz is there to welcome him back into the fold. Meanwhile, Brother Justin decides to take a trip--destination anywhere--and ends up wandering in the wilderness. Later, he swaps campfire stories with a group of hobos, one of whom is about to change Justin's life.