Earl is offered a deal to receive a lesser sentence if he can resolve problems between rival gangs. But, he finds the task harder than he expected. Meanwhile, Randy looks for ways to join Earl in prison.
It's conjugal visiting day at the prison and since no one is visiting Earl, Frank wants Earl to explain to his girlfriend why he cannot see her today. Things don't go as planned and Frank's girlfriend dumps him because of Earl. Earl is blames himself and vows to get them back together.
The Warden ask Earl to make a skit called 'scared straight' that will stop kids from committing crimes and stay out of jail. Meanwhile, Randy uses his authority to make Earl's life difficult in prison.
When the hospital wants to get rid of Earl, Randy decides to take care of his brother by himself. But instead of working on the list for Earl, he uses Earl's help to cross things off in order to help him get better.
Inspired by Earl, Billie starts a list of her own and when Earl is getting annoyed by Billie's little habits, he decides to focus on working on the list instead. He picks a task that is on both of their lists, atones for the injury of a champion grocery-bagger and discovers a unique talent of his own. But Earl soon finds out that they have different ways of interpreting Karma.