The monster is crushed to death by the Funhouse machinery while trying to kill Amy. Amy is the only teen to make it out of the Funhouse alive.
The movie opens with an homage to the movie Halloween. Young Joey Harper (Shawn Carson) is obsessed with horror films and gruesome toys. He dons a mask, grabs a knife, and sneaks into the bathroom where his sister Amy (Elizabeth Berridge) is showering. He stabs her with the knife... revealing the knife to be made of rubber. Amy berates Joey for his prank and says she will not take him to the carnival as promised. Once night falls, Amy is picked up by her boyfriend Buzz (Cooper Huckabee), best friend Liz (Largo Woodruff), and Liz's boyfriend Richie (Miles Chapin). The four friends drive to the carnival. Joey sneaks out of the house and walks to the carnival.
The foursome enjoy the carnival, including taking in a magic show; cutting a hole in a tent to take a look at a strip show; walk through a freak show with a (real) two-headed cow, a (real) cow with a cleft palate, and a deformed fetus; Amy visiting a psychic; and of course, a lot of making out. The four friends then decide to try and spend the night in the horror-themed Funhouse. Joey watches them go in to the Funhouse and not emerge before the ride is shut down. Joey stays until the carnival closes and tries unsuccessfully to break into the Funhouse to see what his sister is up to.
As the couples are getting it on in the Funhouse, they hear a noise. The four look through the slats in the floor to see that one of the carnival workers who wears a Frankenstein mask and gloves lives below the Funhouse. He has taken the carnival psychic to his room to pay her for sex. The worker gets off prematurely and then demands the psychic give his money back. When she refuses, he goes crazy and kills her as the teens look on in horror. The worker's father (Kevin Conway) enters and takes off his son's mask to reveal he is a monster (Wayne Doba) with two faces, fangs, and claws (it is also revealed the freak show's deformed fetus was the monster's brother). As father and son discuss how to cover up the crime, Richie's lighter falls through the slats of the floor and into the monster's room. Now aware of the presence of witnesses, the monster and his father lock the Funhouse doors and begin hunting the teens.
Throughout the night, Richie and Liz are killed. Joey's attempts to break in to the Funhouse are unsuccessful and he is eventually caught by the carnival owner. His parents are called to pick him up, but angry that his sister left him at home and that he couldn't get into the Funhouse, he doesn't tell anyone that she is still inside. Eventually, Buzz kills the monster's Father and is killed in turn by the monster. Amy flees in terror to the rooms below the Funhouse.
The monster chases Amy into the room housing the machinery powering the Funhouse ride. Amy beats him with a cro-bar until the monster grabs it from her hands. As the monster goes to swing the cro-bar at Amy, he hits the fuse box and is electrocuted. The power surge starts the ride and the monster gets twisted into the machinery and dragged into the gears where he is crushed to death. Amy is finally able to make it out of the Funhouse as all the animatronic attractions laugh in the background.
Order of Deaths: