Mike Resnick's reputation rests on planet-hopping adventure stories, larger-than-life heroes, and sophisticated tales of the often-tragic enounters between alien cultures. "Sideshow" is something altogether different. It's *so* different that, despite the clearly alien beings on the cover and the fact that it's volume 1 of something called "Tales of the Galactic Midway," it's easy to spend the first third of the book wondering whether you're reading science fiction at all.

The sideshow of the title belongs to a third-rate carnival whose members eke out a living doing three- and four-day stands in backwater towns in the northeastern United States sometime in (at a guess) the 1950s. The owner and manager of the carnival is one Thaddeus Flint: a conniving, hard-hearted soul whose spiritual ancestors include Ebenezer Scrooge and the Grinch Who Stole Christmas. Flint, as we're given ample opportunity to discover in that first third of the book, is a thoroughly loathsome sonofabitch. He cheats and lies without the slightest remorse, cheerfully exploits his employees, and casually inflicts deep psychological wounds on those who are closest to him. You spend the first couple of chapters wondering when the hero of the book is going to show up and give Flint what's coming to him. Then it slowly dawns that, God help us, he *is* the hero (or at least the protagonist).

The cover of "Sideshow," with its tableau of weird-looking aliens, makes it look like standard-issue pulp science fiction. It's not. Yes, there *are* aliens (including the three-breasted woman and the demonic-looking blue guy promised on the cover) and they *do* encounter Flint and his crew, but the story isn't really about them. It's about how the humans--especially Flint--respond to them, and how their lives are changed in the process. It will come as no surprise to anybody that, of all the humans, Flint is changed the most, or that the changes are mostly for the better (it's hard to fall off the floor). Resnick, to his credit, doesn't have the experience turn Flint into a completely new person. The changes are more modest, and more subtle, than Scrooge bringing Bob Cratchit a prize goose for Christmas dinner or the Grinch riding triumphantly back down the mountain into Who-ville. Whether they're plausible and dramatically satisfying is a matter of taste. A week or so after finishing the book, I'm still ambivalent about that one.

"Sideshow" is the first of four books in the "Galactic Midway" series, and the titles of the other three suggest that they'll focus not on Flint but on other members of the carnival who play supporting roles here: animal trainer Jupiter Monk and trick-shot artist Billybuck Dancer, for example. If so, it would be both interesting and welcome. I'm not sure I'm ready to spend 350 more pages in close company with Thaddeus Flint--even the new-and-improved version.