fair, enters catching Stirrick off-guard. It appears the Stirrick is standing on the space which Leach has rented for his puppet show, and he needs to set up. While setting up his booth, Leach shows Stirrick a box of puppets he no longer uses. Stirrick asks Leach if he'll fire his assistant and let him help with the puppets. Stirrick's group can even help drum up some business for the show. After considering it a bit, Leach decides to give Stirrick a try. His first job will be watching the booth while Leach goes back to the bar for a re-fill. While Stirrick is alone, he pulls some of Leach's old puppets out of their cases and talks with them. Stirrick talks with Mr. Punch, the puppet, and the puppet talks back with him. Thomas Gray, Leach's old assistant, enters and sees this curious scene. Gray interrupts Stirrick, and the two get acquainted. Stirrick tells Gray that Leach has offered him his old job, and Gray says that he is welcome to it. Stirrick also learns that Gray likes to steal from people, and Stirrick gets the chance to have a new recruit in his band. The two are just about to strike a deal when Charlie and Peg rush in. Leach has just employed Charlie! Suddenly, there is a whistle call from behind the puppet booth - signalling the presence of Stirrick's business partner, William Perfect. Stirrick gets the kids to leave before Perfect arrives - for Perfect wants nothing to do with children. Perfect gives Stirrick some sausages to eat and checks if there are any "pickings" from the gang. Unfortunately, the kids haven't gotten anything yet, but they will. Stirrick then tells him about his job with Leach. With the gang around the puppet shows, there definitely will be more pockets picked. Suddenly, they hear the cries of "Stop, thief !" A boy has been caught stealing food from a local merchant. Not one of the gang, the boy is chased by police and eventually ends up in the puppet booth. While the rest of the kids divert the police, the boy hides inside the booth. After the police leave, the gang pulls the laughing boy out of the booth. His laughter turns to bewilderment when the gang takes the stolen food from him and turns him over to the police who will beat him. There's only one place this boy is going to go - a house of correction. The scene changes to Lord Kensington's dressing room in his London house. Kensington is in his dressing gown and has a wild hangover. There is a knock at the door and Percival Simms, his manservant and secretary, breezes into the room with the mail. Simms informs Kensington that he is expected to be at the fair either today or tomorrow. He has some business to attend to there - mainly collecting all the stall rents for the merchants who have set up booths. His mistress, Lady Caroline, wishes to go with him and see the entertainment - mainly the Punch and Judy show which she so much enjoys. Kensington orders Simms to take a bottle of brandy to Leach at the Punch and Judy booth. That way he'll be sure to be refreshed and ready to perform. Simms goes to the fair and gives Brandy to Leach - informing him that Lord Kensington and Lady Caroline will be coming to see his show tomorrow at one. Leach tells Stirrick of this and then goes off to sample the brandy. Perfect, overhearing the news, is happy to hear that such wealthy people will be at the fair. This way the gang can move in for the pick-pocketing kill! In the distance, a band can be heard playing to the excited chatter and cheering of a crowd of people. The Fantocinni Family - the famous marionette puppet group - enter and go into their booth directly across from the Leach's. Carlo Fantocinni sees Leach sipping from his brandy bottle and approaches him - mocking the Punch and Judy puppets in progress. Leach tells him about Kensington's impending visit and Carlo is very upset. The Fantocinni's marionettes perform for royalty, not Leach's Punch and Judy. When Mr. Fantoccini finds out about this, he explodes - demanding that Kensington come to his booth for a marionette show! Everyone leaves except for Stirrick and young Elisa Fantocinni. Stirrick, attracted to her but not quite knowing how to act, talks with her while others grill sausages over the fire. The rest of the Fantocinni children (Petra, Rico, and Maria) are fascinated as they sit with the gang and hear about all they do. Rico is taken with Stirrick's stories. Rico is rather suspicious of Stirrick's dealings and wants to hear more. Leach goes off to have a bit more to drink. The gang begins to share stories about themselves. Joe talks about his dead father. Peg starts to sing quietly ("The Weary Cutters"). Night has fallen and some of the children have fallen asleep. Stirrick tells his story - still watched very intently by Rico and Elisa. He tells how two years ago he was the "powder monkey" (employed to carry powder to the cannons) on his father's ship. The battle started and raged for quite a while. While carrying the powder, he saw his father killed - shot by a musket. Though his
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