In a small American town, a diabolical circus and its demonic proprietor prey on the townsfolk.
In Green Town, Illinois, the twelve year-old boys Will Halloway and Jim Nightshade are neighbors and best friends. Will's father Charles Halloway is an old man and the local librarian while Jim and his mother wait for the return of the return of their father and husband that will never occur. The boys know everyone in town, including their school teacher Miss Foley that misses her beauty and youth; the lonely barber Mr. Crosetti that has no girlfriend or wife; the greedy owner of a cigar store Mr. Tetley that is obsessed with money; and the bartender Ed that has severed arm and leg and dreams on being a football hero. One day, Jim buys a lightning rod from the salesman Tom Fury that tells that a storm is coming. During the night, the boys overhear a mysterious train and they run through the woods to see the arrival but they do not see a living soul. However, they find the Mr. Dark's Pandemonium Carnival ready to be enjoyed and they snoop around. Soon they realize that frustrated and greedy people are vanishing in town and the evil Mr. Dark and the Dust Witch make their dreams come true. In return, Mr. Dark seizes their souls. Now Mr. Dark is seeking them out but Charles Halloway has a journal from his father about the autumn carnival that might be their last chance to defeat the evil.—Claudio Carvalho, Rio de Janeiro, Brazil
Can two young boys overcome the worst the devil himself can deal out? Wishes are granted, but twisted as only the esteemed Mr. Dark can make them. Based on the Ray Bradbury novel.—Mayla Kalrist <[email protected]>
In a small anywhere town in any state in America, two young boys- quiet Will Halloway and somewhat rebellious Jim Nightshade-enjoy the ever-shortening days of autumn. When the boys hear about a strange traveling carnival from a lightning rod salesman, they decide to see what it is all about-but Will is fearful, as most carnivals end their tours after Labor Day. When the ominous Mr. Dark, the Illustrated Man, rides into town on a dark midnight, setting up his massive carnival in a matter of seconds, the boys are both thrilled and terrified. It seems to be just another carnival at first, but it is not before long that the forces of darkness themselves are manifesting from the haunting melodies of the carousel-which can change your age depending on which way you ride it-and the glaring Mirror Maze. With his collection of freaks and oddities, such as the Fat Man, Mr. Electro, and the blind Dust Witch, Dark intends to take control of the town and seize more innocent souls to damn. It will take all the wit and hope of the two boys to save their families and friends, with aid from an unlikely ally-Will's father, the town librarian, who understands more than anyone else that "something wicked this way comes."—Anonymous
Will Halloway (Vidal Peterson) recalls a particular October in 1930s Green Town, Illinois, when he was 12-years old. Among the town's memorable characters were the money-obsessed tobacconist, Mr. Tetley (Jake Dengel); Ed the bartender (James Stacy), a football hero before losing an arm and a leg; Mr. Crosetti (Richard Davalos), a barber who dreams of exotic women; and Miss Foley (Mary Grace Canfield), the homely schoolteacher, once the most beautiful woman in town. The town's librarian Charles William Halloway (Jason Robarts), Will's ailing father, recommends an adventure novel to his son's best friend, Jim Nightshade (Shawn Carson). Jim declines, preferring the letters he receives from his father, Harry, who lives among African headhunters. Later, Will reveals that Harry abandoned his family and never writes to Jim.
Outside their neighboring homes, the boys encounter Tom Fury (Royal Dano), an itinerant salesman, who convinces Jim to buy a lightning rod. While the boys install the rod on Jim's roof, a gust of wind carries a flier to them, advertising "Dark's Pandemonium Carnival," opening the next day. That night Charles Halloway takes a long walk through town, despondent over his debilitating heart condition.
Will and Jim are awakened by the arrival of the carnival train and run outside to meet it. Upon reaching the fairgrounds, the boys find all of the rides and exhibits in operation. They enter the fortuneteller's wagon but are quickly frightened away by a tarantula. The fortuneteller, known as the Dust Witch (Pam Grier), pets the spider as the boys run in terror.
Charles returns from his walk at 3:00 in the morning to find his son awake, and mentions an incident that traumatized both Will and his father years earlier. Will halts the conversation, suggesting they retire for the night.
The following day, the residents of Green Town converge on the carnival. Ed the bartender enters the Mirror Maze and in the reflection, sees his missing limbs restored. Mr. Tetley wins $1,000 at roulette, and a Ferris wheel ride, with the Dust Witch as his companion. Mr. Crosetti attends a performance of exotic female dancers, who surround him and remove his clothes. Will and Jim come upon a carousel, but Mr. Dark (Jonathan Pryce), the carnival's owner, and his assistant, Mr. Cooger (Bruce M. Fischer), suggest they return later, when the ride is operational.
The boys remain at the fairground until evening, and witness Mr. Cooger's transformation into a small boy as the carousel spins in reverse. They follow Mr. Cooger to the home of Miss Foley, who introduces him to Will and Jim as her nephew, "Robert." Jim stops Will from revealing the boy's true identity, and pulls him outside. Mr. Cooger emerges from the house, throws a rock through the window, and runs away, leaving Will and Jim to take the blame. Will tries to tell his father of the incident, but Charles dismisses it as the product of an active imagination. He continues the conversation from the previous night, talking about Will's near-drowning in the Indigo River at age four. Charles was unable to swim, and Harry Nightshade rescued Will. As a result, Charles hated himself and Harry Nightshade. Even though he continues to regret the incident, there is no one he can blame. Meanwhile, Miss Foley's youth and beauty are restored, but her eyesight is taken away. As she crawls along the floor begging for help, Mr. Cooger watches silently and smiles.
Late that night, Will joins Jim as he sneaks back into the carnival, hoping that a ride on the carousel will transform him into an adult. As they reach the carousel, they overhear Mr. Cooger informing Mr. Dark that the boys are becoming suspicious. The proprietor orders Mr. Cooger to prevent any interference with his activities. Will and Jim proceed to another tent, containing Mr. Dark's freak show, which now includes Mr. Crosetti as a bearded lady, Mr. Tetley as a cigar-store Indian, and Miss Foley, all in a state of suspended animation. The boys are discovered as Mr. Dark interrogates Tom Fury on the arrival of the next thunderstorm. The Dust Witch follows Will and Jim home in the form of a green mist. They take refuge in Jim's bedroom, which is filled with tarantulas until lightning strikes the rod outside.
The next day, Mr. Dark parades his carnival troupe down Main Street search for Will and Jim. As the boys hide in the saloon basement, Mr. Dark questions Charles Halloway on their whereabouts. When Charles claims ignorance of the boys' identities, Mr. Dark accuses him of wasting his life as a librarian, living vicariously through others. Charles invites Mr. Dark to visit the library, suggesting it might be educational. As the parade continues, Charles recognizes Ed the bartender, now a small boy with all of his limbs, but his attempt at speaking to the boy is met with silence.
That night, Will and Jim meet Charles at the library and relate their experiences of the last two days. Charles reads them an account of carnival's arrival in 1891 from his father's diary, noting that Mr. Dark destroyed people by "granting their dearest wishes." The carnival returned several times over ensuing years, and a severe storm always accompanied its departure. As Mr. Dark enters the library, Charles instructs the boys to hide in the stacks. Charles Halloway identifies Mr. Dark as one of the "Autumn People," who "feed on the misery of others, drawn by their desires." When Mr. Dark offers to restore Charles' youth, Will reveals his presence by telling his father to resist. Mr. Dark drags Will and Jim from the stacks, then afflicts Charles with a sensation of impending death.
Charles quickly recovers and follows Mr. Dark to the fairgrounds. He enters the mirror maze, where he is presented with images of his ill-fated neighbors, and of Will drowning in the Indigo River. Will calls to his father, prompting Charles to shatter the mirror and pull the boy to safety. As they embrace, bolts of lightning emanate from the sky. Tom Fury is released from bondage and impales the Dust Witch on a lightning rod. Will leads his father to the carousel, where Mr. Dark offers to adopt Jim as his son. Charles pulls Jim from the carousel and lightning engulfs Mr. Dark. Will cries as he tries to revive the unconscious Jim, but Charles tells his son to laugh, explaining that Mr. Dark is nourished by tears and destroyed by happiness. Will complies, and as Jim awakens, Mr. Dark is reduced to a skeleton, restoring consciousness to Miss Foley, Mr. Tetley, Mr. Crosetti, and Ed the bartender. A funnel cloud descends from the sky and sweeps away the carnival.
As the sun rises, Charles, Will, and Jim run home, jubilant over the town's liberation. Charles is able to face the future, knowing that he has given Will a memory "that will live as long as sons tell sons about fathers they love."