In a plan to get back at his archrival Winston for sending him to detention, Steve dressed as a clown to blend into the crowd at a strange new carnival. Before Steve could enact his plan, Winston and his date, Heather, were kidnapped by several clowns. Steve picked up a mallet as a weapon and followed them. The group entered the carnival fun-house and entered a portal disguised as a mirror. As it was closing, Steve followed. At the moment of entry, an energy burst raced across Steve's world, alerting the senses of several beings, such as Doctor Strange, Silver Surfer, Spider-Man, and Howard the Duck. His molecules stretched across 3741 dimensions and Steve ended up in the realm of the Scientist Supreme of Dimension X (who resembled Groucho Marx). The scientist helped Steve master his new form, a body composed of living unstable molecules dubbed Electroplasm. This essentially made him a living cartoon character. The scientist, who had been ousted from his position by the Overlord, theorized that Steve had come to his new form because he was slightly out of synch when entering the fun-house portal. Using his new powers and a map the scientist had, Steve freed many captive Earthlings from the evil Clowns from Dimension X and their ruler, the Overlord. It was learned that this was what the scientist had intended all long. The Overlord's plan had been to brainwash Earthlings enough so their belief would be sufficient to give Overlord whatever he desired. The Overlord's plans were foiled when the belief that held up his castle gave way as the humans regained their right minds. The castle crashed. The captured humans ran to the portal, followed quickly by the monstrous clowns. Steve destroyed the mirror, eradicating the clown's influence on this reality. Minutes afterward, Steve was found by his best friend, who agreed to assist him.