Description
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A masked intruder attacks Amy as she showers (resembling the famous shower scene from Psycho). The attacker turns out to be her younger brother Joey, a horror movie buff, and his weapon is merely a fake knife. He has played the first of several practical jokes on her.

Against her father's wishes, teenager Amy visits a sleazy traveling carnival with her new boyfriend Buzz, her best friend Liz, and Liz's irresponsible boyfriend Richie. At the carnival, the four teens smoke marijuana, peep into a 21-and-over strip show, heckle fortune teller Madame Zena, visit the freaks-of-nature exhibit, and view a magic show.

Richie dares the group to spend the night in "The Funhouse", which is actually a dark ride. After the park closes, the teenagers settle down inside the ride, at which point they witness the ride assistant, a silent man in a Frankenstein's Monster mask, engage Zena as a prostitute. He experiences premature ejaculation, but despite his request Zena will not return her $100 fee. He murders her in a violent rage.

The teenagers try to leave, but find themselves locked inside the ride. As they attempt to escape, Richie secretly steals the money from the safe from which the masked assistant took Zena's fee. The ride's barker, Conrad Straker, discovers what his son Gunther Twibunt (the masked assistant) has done to Zena. Conrad also realizes that the money is missing. Thinking Gunther took it, he attacks him. Gunther's face is revealed to be gruesomely deformed with sharp protruding teeth, long white-thinning hair, and red eyes.

The teens see this, and Conrad realizes someone is watching after Richie's lighter falls on the floor from the ceiling he and the others were hiding in. Buzz figures that Richie has the money; he (Richie) insisted that he thought they were going to get out and that he would have split the money to the others. Despite Liz wanting to return the money, Buzz knows it's too late since they are now in danger. Conrad stalks the ride to eliminate a