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The story of Carnivale opens on a small farm in Oklahoma, during the dustbowl era. Ben Hawkins lives there with his mother. His mother dies, refusing any assistance from her son in the last few minutes of her life. He begins to dig a grave for her, when a one-man wrecking crew comes up, threatening repossession of the house, and demolition. Ben is frantically trying to stay the bulldozer long enough to finish the burial. At this point, a traveling carnival shows up and the head Carney, Jonesy, manages, by way of rocks, to convince the bulldozer’s driver that he should stop till Ben is done. The members of the Carnival pick up some shovels and help him finish.

They sing “Amazing Grace” as they take a moment of silence, which was cut tragically short by the bulldozer plowing into the home. In the distance, police sirens can be heard, and the carnival’s boss, Samson, notices Ben has a freshly cut ankle cuff on his leg. Ben collapses and the crew of carnival, after being ordered by Samson, takes him into one of the cars.

Sometime later, Samson informs Jonesy that he talked to Management about Ben. Management apparently expected his arrival. As if this comment wasn’t strange enough, what happens next only amplifies it. In a trailer, with Lodz, a mentalist and Lila, the bearded lady, Ben sleeps. Lila pleads with Lodz to read Ben’s dreams. Lodz indulges her, saying it’s merely a ruse. As he places his hand on Ben’s forehead, he is assaulted with intense visions that overwhelm him.

Ben finally awakens, and doesn’t like his surroundings one bit. The sight of Lila, Gabriel, the strong man, the lizard man, Gecko, and Caledonia and Alexandria the Siamese twins visibly alarm Ben. He also gets into a bit of verbal sparring with Jonesy, who makes fun of Ben.

Half a country away from the Carnivale, we are introduced to Brother Justin Crowe, a preacher in Minturn, CA. He is speaking to his congregation as a woman in the back steals from the collection plate. Brother Justin finishes his service, and asks the woman to come into his office. Once inside, Brother Justin begins to preach about the evils of her sins, and the goodness in her heart. She begins apologizing profusely when she starts to cough up silver dollars by the dozens. It seems something mystifying as also happened to Brother Justin. He commands her to pray with him, and the coughing stops.

Later, he has a vision which involves Chin’s, a house that has been pictured as being a den of ill-repute. Over at the Carnivale, Samson tries, on Management’s behalf, to get Ben to stay with the Carnivale. Even though he has nowhere else to go, he still hates the thought of being in the Carnivale. Sophie, a young fortuneteller, seems to be the only one Ben is willing to speak to. Sophie finally gets him to agree to a Tarot card reading, and when she lays out the cards, one calls upon the past, one on a hidden talent, and one on transformation cause Ben to begin to recall his secret.

A young Ben Hawkins brings his dead cat back to life. In a fit of anger, his mother takes the kitten and kills it once more, claiming things die and Ben isn’t one to interfere. This event seems to have not only traumatized Ben, but also his late mother, who refused her son’s gift even when facing her own end.

Taking off from Sophie’s bus, Ben finds himself face to face with a local girl who is sitting in a wagon due to a painful condition. Defeated, he gets onto his knees and lays his hands onto her shins. The area surrounding him withers of life, flower petals fall, grass wilts, and the next thing we see is Ben running toward the caravan, he gets himself onto a truck bed and lays down. He never sees the child as she gets up and starts running to the house.