Kenan's family, the Rockmores, decide to drive across the country. Kenan's parents don't want to bring Kel, but Kenan and Kyra manage to sneak him into the trunk of their car, and he’s discovered too late in the trip for the Rockmores to return him home. The Rockmores spend their first night away from home camping. At the camp grounds they meet an odd couple who share the name Shelly and are obsessed with ketchup. Kenan is sent off in search of firewood after being scared by a ghost story told by his father. Out in the woods he’s scared by a being known as The Headless Knight. The next day, the Rockmores and Kel stop at a roadside freak show, where they again meet Shelly and Shelly. Before leaving, Kenan is shocked to discover an exhibit about the Headless Knight who cuts off people's heads to wear as his own, and discovers that the Knight had been recently seen in a town called Rockville. After their car breaks down, Kenan and Kel go off in search of help, coming across a castle. The castle's owner, Arthur, offers to let Kenan and Kel stay in his home for the night. At the mansion Kenan and Kel meet Shelly and Shelly, and a couple vacationing with their grandfather. Unbeknownst to them, Arthur is The Headless Knight. Kenan and Kel run to the house's "dungeon" where they find the disembodied heads of the couple and the grandfather. They also find Shelly and Shelly, who had been captured and free them. The Shellys, Kenan and Kel reach the gate which they find locked. The group drives off and are reunited with the Rockmores. Kenan tells Roger their story and he once again doesn’t believe them until finding Arthur's severed head on the ground. The family drives away from the mansion as Kel sings "1,000,000 bottles of orange soda on the wall", only for the Rockmore family to yell, "Kel!" as the episode ends.

Absent: Dan Frischman as Chris Potter 

Note: This is the only Kenan and Kel episode not to be taped in front of a live studio audience.

• The duration for this episode is 70 minutes.

Guest star: Michael Berryman as Chives the butler and Milton Berle as Grandpa Leo, Berle's final acting role before his death in 2002.

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