Lucifer incites Heaven's wrath by dispatching train cars full of condemned souls crashing thru the Pearly Gates of Heaven. God, in response, readies his top negotiator - The Agent - for a trip down to the Carnival to put an end to the rebellious deeds. As the Carnival's veteran taskmaster, Ticket-Keeper, futilely attempts to ready Hell's Carnies for an impending war, Lucifer holds a private rally in his chamber. The Dark Lord recounts the fable of "The Filly and The Lapdog", a tale that tracks the long and sordid history that has led to the present conflict between Heaven and Hell wherein an ambitious subject of Heaven, June, oversteps her bounds and is cast out of the Pearly Gates.