Professor Ulrich Rau, an East German scientist credited with designing their ground-to-air weapon system, fakes a heart attack and slips away from high level scientific conference, just a few days before the test flight of the United States' new B-1 bomber. Surprisingly, Rau heads for a traveling carnival that has set up operation within a few miles of the bomber's testing site. Mystified by Rau's choice of entertainment, Steve attempts to cut through a tight web of security presented by the close-knit carnival people in order to learn Rau's mission. He finds that the carnival is a disguised ground-to-air missile site. But will Rau use the Tilt-a-Whirl to sabotage the B-1?