Arriving at a seemingly abandoned 20th century carnival, the travelers become part of a game played by an ancient Greek sorcerer named Apollonius who, with the help of two assistants, plans to possess Willaway's body so that he can escape his imprisonment.

The travelers - minus Liana - receive information that could be a way back to their own times on a stone from a mysterious horseman. They meet a strange couple who are not exactly what they seem to be.