The Swamp Thing is overcome by toxic waste and falls unconscious where he is found by two men and is sold to a carnival freak show run by a cruel man in league with Arcane. Jim stumbles upon the carnival and tries to help the Swamp Thing before it is too late.

Jim is feeling lonely and tries to make a new friend when he meets a mysterious young girl in town, named Lily, who invites herself into Jim and Tressa‘s home, and who carries a dark secret.