Ghost Rider and Blaze are on the run from the law after the events of Ghost Rider #25 and 28. Together they flee New York and head for the Quinten Carnival. Meanwhile, Lilith, Mother of Demons has risen and calls to her children. Reunited they attack the Carnival in hopes of destroying those who might stop her, Ghost Rider and Blaze. JB does not take kindly to his family and friends being threatened though, and along with Ghost Rider, they go on the hunt for Lilith and her children.