Four teenagers, seeking adventure and thrills, decide to spend the night in a funhouse at a local carnival. Among them is Amy Harper, who's convinced to go on the outing despite her initial reluctance. Their night of expected enjoyment takes a dark turn as they explore the inner workings of the funhouse, with its eerie animatronics and disturbing displays. The atmosphere of the carnival itself is shrouded in a sinister air, and the group begins to encounter strange and unnerving situations, including a creepy fortune teller and a sideshow of oddities.

As the night progresses, the teenagers witness a murder committed by a masked carnival worker. Realizing they are trapped inside the funhouse with the killer, their night of fun quickly morphs into a deadly game of cat and mouse. The group must now find a way to escape the labyrinthine structure of the funhouse, which seems designed to disorient and terrify. All the while, they are stalked by the homicidal carny, whose intentions are as twisted as the path through the funhouse itself.