Sarah Tobias goes to her local bar and is gang-raped by three men. The district attorney on the case is Katheryn Murphy who wants to prove that although Sarah had taken drugs that night and was acting provocatively while in the bar, this is no reason for her to be so brutally attacked and the men responsible should be brought to justice.

A small town Halloween festival finds itself intruded upon by an evil carnival with designs upon imprisoning and feeding off the souls of unwary teenagers. Targeted are four high school friends, who's two leaders, Kellen and Beth (not quite a dating couple), suddenly find themselves with alternate romantic choices (namely, carnival temptress Lilith and tall, dark, handsome transfer student Hunter). As the stroke of Halloween midnight approaches, who will wind up entombed in the carnival's dire...