The story begins with the gang still hiding in the bed of a truck, until they reach a carnival. The Sideshow Master thinks they have potential, and after seeing what they can do, makes them part of the show.
The next day, Lerich arrives with a beast in a box and says a member of the show should fight it. This is intended to draw a large audience. Of course, Knuckles, who didn't seem the least bit worried, was chosen to face it.
A large and rude audience shows up to see the fight. The beast destroys one of Lerich's cohorts. Lerich offers to recruit the gang and the other performers, Elvin, Bridget and Byron, the latter three, which accept.
Tails fixes up a cart, and they plan their escape. They start speeding off and realize Lerich has kidnapped Cream. They continue to speed away as the fate of Cream has yet to be known.
- [In the entranceway, an extremely large shadow approaches]
- Sideshow Master: And now for our challenger, a creature so fearsome, so terrible, not the biggest, but quite agressive. Those of you with weak constitutions may want to leave the stadium.
- [Two parents cover up their child's eyes, and he covers theirs. A muscular man sits, trembling in the audience. He quickly gets up to leave]
- Muscular Man: I gotta get outta here!
- The Sideshow Master: Too late! Ready or not, here he comes.
- [A worker comes in with a cage. Trembling, he extends a broom to open the cage. As soon as it opens, he runs away screaming. In the shadows, a pair of eyes can be seen. The shadows brighten up to reveal Knuckles]
- Knuckles: [After his gloves have been removed] What are you all gawking at?!
- Rude Girl in the Audience: People getting hurt is just exciting to watch! Oh, I just love violence, it is just nature's way.
- The girl in the audience's design would later be used for the character Sadie in a different project called Other Land.
- Someone in the audience kicks Tails during the show because he made him spill his drink.
- Knuckles' gloves are removed in one scene, revealing his bare hands.
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