The manager gruffly orders strongman Ben Cotter to take Toby with him atop his wagon, and although Ben glowers as if furious, he is secretly gentle and kind, and his songs help Toby sleep through the long night. Stubbs, and the commotion attracts the attention of Castle. As the circus group packs to leave, Toby's dinner of one banana is stolen by chimpanzee Mr. Crushed, Toby runs away that night and finds Harry, who welcomes him aboard as his assistant. Although Olive tries to calm Daniel, he tells Toby that he is nothing but a burden to them. When Toby returns home, Daniel excoriates him for failing to feed the hogs, which stampeded and ruined the crops.
Having only a penny, Toby must sample the show's many delights from afar, but attracts the attention of shyster concessionaire Harry Tupper, who seduces him with tales of the excitement of working for the circus. Sam Castle's Great American Circus captures the interest of young orphan Toby Tyler, who sneaks away from his uncle Daniel and aunt Olive's farm in order to watch the circus parade.