Designed and written by Raymond Benson, the game was released for Microsoft Windows 3.x, Macintosh, Sega Saturn, and Sony PlayStation.

He spends a year living with his mother in his childhood hometown of Crowley, Texas in an attempt to regain his sanity, but still suffers from vivid nightmares and memory lapses.

Upon discovering a portal to the Dark World hidden inside the mirror maze at the local carnival, Mike realizes that the Ancients have returned and are once again plotting to conquer the Earth.

She informs him that the Ancients have sent an agent called the "Shape Shifter" to Earth, which is capable of travelling between worlds and is the one truly responsible for killing Rita, having stolen her head to use her brain cells to power the generator.

Mike begins to investigate the Dark World in search of the missing Light and Sword, as well as Crowley to discover the Shape Shifter's true identity.

Mike begins to suspect Crowley's lecherous coroner, Doc Larsen, Mayor Fleming, and Sheriff Butler after learning that they were all at some point involved with Rita, as well as local thug Jimmy Gardner.

Mike's investigation leads him to the home of local hardware store owner Paul Cooper, who turns out to be the leader of the Other World cult, which worships the Ancients.

Mike rushes over to the Dark World portal, facing off with and killing the hatched Behemoth before it can cross over, become invincible and grow to a gigantic size that can allow it to encompass the earth and eradicate humanity in a single blow.