Fearless in his motel room. His cell phone rings. "Yeah." His face changes.
Rooftop again. Fearless grabs a piece of paper from Ray. The film is all sepia-toned. "Where is he?" Fearless asks. "Not far," Ray answers. "Apartment 726. Through the courtyard, just off the alley." Beneath the building? I don't get it. Fearless asks how Ray found it. Ray says the guy had gotten picked up and sent away, and since there's Megan's Law, sex offenders have to register. The man changed his name. Now he's Malcolm Baxter. Fearless thanks Ray for the good job. Ray asks if Fearless has a minute. He says he knows what Fearless is thinking about doing. He says it's better if Fearless does all the talking right now so that Fearless knows Ray isn't wearing a wire, working for IA trying to catch him doing something illegal. "I know what you're thinking about," Ray says, "because I've been down that road myself." He says he's not trying to talk Fearless out of it, but that if something bad happens to Baxter/Barker tonight and people find out that Ray was snooping around info on him today, Ray will not cover for Fearless -- not with Vista Heights looming over his head. Fearless says he wouldn't ask him to. Ray says that if Fearless is going to do this, he has to do it right. He says that Fearless isn't thinking clearly; otherwise, he wouldn't have missed the name change. "So listen up," he says. The film changes to Flashback Film as Ray says, "You go to the movies. Something you've already seen. Something that's popular..."
Cut to the end of the long beginning monologue. Ray hands over the envelope. Flashback Film ends. Inside is a ball peen hammer, not a gun. "I figured maybe you could nail your motel room door shut with it so you can't get out." Ray says he doesn't know what kind of goblins are haunting Fearless, or what kind of peace he's looking for, but this isn't the way to find it. "All you're gonna do is get more pain. Believe me, I know." Fearless walks away. There's a grill on the roof of the precinct. Why not more cookouts?
Night. Fearless pulls up at some alley. He's holding his gun. He checks the bullets. He enters the alley, goes up to the apartment, and tells Malcolm Baxter that he's with LAPD and just needs to ask a few questions. The man from the earlier scene is now a completely different man with a different voice and a different body. He lets Fearless in.
But it's not nighttime inside Baxter's apartment, because he lives in a room that looks like a church, and God never lets it be dark inside his house. God is the ultimate halogen bulb. Fearless says he knows Baxter changed his name. The Eraserhead music is back on as Baxter says he registers every year. Fearless asks if the name Trevor Jenkins rings a bell. It barely rings a bell for us -- weren't we supposed to care about his murder? No? Okay. Baxter can't remember Trevor. Fearless tells him Trevor was one of the boys Baxter "preyed upon," and that Trevor was shot to death by one of the boys he was "preying upon." Trevor learned everything from Baxter -- the games and tricks, the threats. Baxter says he hasn't acted on his pedophilia for twenty years, "by the grace of God." Fearless asks: "And why would God's grace come to you?" Baxter says he doesn't know. Fearless asks if he knows what it's like to be a young molested boy. Baxter says he doesn't. Fearless says that sometimes you decide it won't happen to you anymore, so you study martial arts and learn how to kill a man in a snap, and you decide to pay a visit to the old neighborhood to see Coach one last time, but your mother tells you that he's dead, so there's nothing you can do, so you become a cop so you can protect people from predators, and when someone asks why you're so upset about child-abuse cases, you lie that your brother got hurt, but then you feel bad for "fouling your brother's name," and then you talk about wolves and flocks and counseling and medication. Fearless cocks the gun at Baxter's head. Fearless says he's "Little Bobby Smith from across the street." Baxter says that he owes Fearless a debt he could never repay, but that if taking his life would help, Baxter wants Fearless to take his life. Baxter gets on the ground and begins to pray. Fearless aims the gun as Baxter asks the Lord not to judge Fearless, and to find someone to continue his work. "What work is that?" Fearless interrupts. "Is pederasty work now?" Whoa, Fearless sounded just like Bruce Willis just then. Baxter says that he is a counselor now, helping people just like him, and keeping them from hurting little boys. "That's all I can do," he says. Fearless stands next to a crucifix and has a hard time pulling the trigger. Instead, he walks out of the apartment. The sad piano plunks away as Baxter sighs.