When it emerges, Willie yells, "Clockwork Beast! Clockwork Beast! We're doomed! We're doomed!" Willie then runs into a strange metal device in Bil and passes out. The Beast wanted to destroy Bil's Teddy Bear for unknown reasons. Which it does during the fight, after receiving it from The Bear Retrieval Units. After it destroys the bear, Bil destroys the Beast. The fight ultimately caused the death of Willie and Bil.