The gypsy granddaughter of a fortuneteller is hitch hiking the back roads of Oklahoma when she is picked up by a car load of people headed to a concert. After seeing signs advertising Carnivale Creepshow, they decide to make a detour to investigate the roadside attraction. When they arrive they discover an old barn, the lights come on and the spook house opens inviting them in to a night of horror. Some will attempt escape others will stay forever.