Depressed and suicidal, former clown Darrel Daniel has come to the swamp, and commits suicide, shooting himself in the head. Hearing the noise, the Man-Thing finds the body of Darrel, along with his suicide note, and decides to carry off the body.
Elsewhere, Richard and Ruth try to get a room for the night following their encounter with the Foolkiller, however they find all the hotels booked up. At one hotel, they notice that a carnival is in town, however when the Carnival owner -- Garvey -- strikes high-wire acrobat Ayla Prentiss (worried about Darrel's disappearance), Richard intervenes, however is struck down by Tragg the circus strong man. Richard and Ruth agree to help Ayla find Darrel, but not before they get a good night's sleep. However, on the road Ayla spots Darrel's car, and when they see what appears to be Darrel, they follow him into the swamp. Meanwhile, Garvey and Tragg have been following Ayla and the others to get her back, when they too see what appears to be Darrel, who makes them crash. Garvey and Tragg then follow Darrel into the swamp as well.

Richard, Ruth and Ayla end up finding the real Darrel, who is being put his final rest by the Man-Thing. Believing that the Man-Thing killed Darrel, Richard shouts at the creature to go away. However, when Tragg and Garvey track them down, they attack and the Man-Thing comes to their rescue to save them.

With everyone present, the spirit of Darrel rises, and tells them all that he is going to force them to act out the story of his life, to put on one last show for his critics.

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