Rebellious adolescent Amy defies her parents by going to your carnival that's dragged into city. In tow are Buzz her boy friend, and also their friends Richie and Liz. Believing it'd be fun to spend the night at the campy"fun house" horror ride, the adolescents witness a murder with a stunt employee wearing a mask. Locked in, Amy and her friends must evade the carnival workers and escape until it leaves town.