Instead of a traveling haunt, the group of friends – Harper, still dealing with the trauma of an abusive relationship, her best friend Bailey, the cynical Angela, the thrill-seeking Mallory, and the two guys they meet, Nathan and Evan – stumble upon a seemingly abandoned, sprawling amusement park on the outskirts of town. Rumors circulate about the park’s dark history and the gruesome accidents that led to its closure decades ago. Intrigued by the local legend, the friends decide to explore the park on Halloween night.

Upon entering, they find the park eerily deserted, the decaying rides and attractions casting long, ominous shadows. They soon discover that the park isn't as abandoned as it seems. A group of masked figures, each representing a different classic carnival character – a sinister clown, a grotesque fortune teller, a menacing ringmaster, and a terrifying carousel operator – begins to stalk them. These aren't just costumed performers; they are deeply disturbed individuals who have embraced their carnival personas, their masks hiding something far more sinister.