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Billy the Kid having faked his own death is now free to roam America, and start a new life, unhindered by his past crimes and criminal record. Free, that is, until someone discovers his true identity. Fineas Spoule and his band of traveling sideshow performers blackmail the Kid into joining their troupe. These performers are the rarest breed of human oddities and deforms: an alligator man, a dog-face boy, a wild man, a miniature boy, a psychic, a tatooed woman, and Sproule, himself, also known as "The Human Spider." Billy begrudgingly agrees. Spoule, on top of everything else, is something of a treasure hunter. He and his band are set to travel to Europe to steal a priceless artifact from a mysterious scientist, a Dr. Victor Frankensteain; with Billy as their hired gun.