The background of Inflated Head, from Earthworm Jim 2 for the Sega Genesis/Mega Drive. Can fit circus or terror themed levels.
Keep in mind that the BG can scroll a bit if you use an ASM patch that enables very slow horizontal scrolling.
The archive includes:
-a sample level with BG.
-palette 1 is overwritten here. The SMW status bar colors aren't affected as I was clever.
-palette is easy to edit and it has a .palmask file.
-since the BG overwrites BG1, BG2, BG3 and a small part of FG2, I had to change FG2 a bit, so that the diagonal pipes can be salvaged.