Timmy runs away from home so his parents could have the same things in life as the Dinklebergs, and meets the carnies at a carnival. The carnies are fairies (except for the crocodile, who is real) that help kids who run away from home. Timmy realizes his parents really do miss him and returns home, finding out the carnies were working with Cosmo and Wanda.
This episode starts with Timmy and his parents out in the backyard. Timmy is in the pool, and Mr. Turner is mowing the lawn. The lawnmower explodes and Mr. Dinkleberg mows his lawn on an expensive riding lawn mower. During the cook out, Mr. Turner tries having a barbecue but that explodes. Mr. Dinkleberg has a barbecue that can take a living cow. Mr. Turner then spies Mr. Dinkleberg having brunch. Timmy sadly walks up into his room while Mr. and Mrs. Turner have a conversation. Timmy decides to run away from home. So he packs everything up and leaves the door but Wanda tells him that he's only 10. Timmy goes to a desert, but he thinks it's not a good place. So he goes to the carnival to meet the carnies. He tells the Carny Boss, the Pin Cusion Guy, the Beared Lady, the Strong Man, and the Juggler about his day. Timmy ends up at ring toss being homesick. Wanda pulls up a magic mirror and shows Timmy what Mr. Turner, and Mrs. Turner are doing. But Timmy accidentally breaks the mirror off the screen with his cotton candy. Timmy wishes to be a carny. So Cosmo and Wanda give him a carny a suit. Timmy goes to Flavvin and the Carny Boss section. He juggles the Carny Boss, Flavvin, and the Bear. He even throws Flavvin in front of The Juggler, and The Strong Man. Then goes to Colon's section and makes his Cosmo and Wanda balloon into a DNA. He ends up at the Beared Lady's section and grows a beard, and a dinosaur tail. He even grows shots all over him. Timmy and Cosmo decide to stay at the carnival forever. Wanda asks Timmy if he can go back where he belongs, but Timmy tells Cosmo and Wanda that the carnival is where he belongs now that he can take care of himself. Cosmo and Wanda poof away. The Carnies are jealous with Timmy. The Strong Man picks Timmy up and gets help with sentences. Timmy runs away from the carnies, and the carnies decide to chase him. Timmy finds something that can take him home. He first finds a train, and hops in it. Timmy wonders if he lost the carnies. The camera zooms out from Timmy and the carnies appear in the train getting more jealous, and looking down at Timmy. Then Timmy hops out of the train. The carnies continue chasing him. Timmy discovers a truck, and hops in. The truck has pillows in its trunk. The truck stops, and three trucks drive by with the carnies in them. Timmy finds a hot air balloon and climbs up its rope and hops in the basket. In the basket, three shots try to touch Timmy but can't. The carnies float by and the Pin Cusion Guy fights Timmy's balloon. Timmy lands by his house, and discovers that his parents miss him. Timmy looks at the carnies. The carnies aren't jealous anymore. What do you think they're feeling? Happy! You guessed it. Cosmo and Wanda poof back and Wanda tells them what a great a job they did. The carnies are fairies (except for the alligator man as stated by Cosmo). Timmy goes in his house to see his parents who are happy to see him again. They then begin rubbing in the fact to Dinkleberg that the latter doesn't have children. Mr. Turner then tells Timmy he is grounded for running away, but Timmy doesn't mind as he is now back with his parents The episode ends when Mr. Turner picks Cosmo as a bunny up.
This man wears a white carnival hat with a red and white striped suit. He also carries a cane.
Pin Cusion Man
He is shaped like a gray ball, with a number of pins sticking out of him. He is also able to fire these pins as projectiles. He thought Timmy was okay, until he stole his act too.
The carnival has a strong man who is dressed in a Tarzan cloth and has huge muscles. He is not very bright, and needs help fom others to finish sentences.
A lady with a huge beard and a hairy back
Colon the Clown
He makes balloon animals, or rather balloon small intestines. He was also able to make a hot air balloon out of a giant balloon small instestine.
A tiny man with a Davy Crockett cap on his head. His sideshow involves wrestling a bear.
An alligator with glasses, a white shirt, a tie, and a suitcase. He lives in the Bayou. Unlike the others he is not a fairy but an actual Alligator Man.