Carnival of Souls is a 1962 American independent horror film written, produced, and directed by Herk Harvey, and starring Candace Hilligoss. Its plot follows Mary Henry, a young woman whose life is disturbed after a car accident. She relocates to a new city, where she finds herself unable to assimilate with the locals, and becomes drawn to the pavilion of an abandoned carnival. Director Harvey also appears in the film as a ghoulish stranger who stalks her throughout.

Filmed in Lawrence, Kansas and Salt Lake City, Carnival of Souls was shot on a budget of $33,000, and Harvey employed various guerrilla filmmaking techniques to finish the production. It was Harvey’s only feature film, and did not gain widespread attention when originally released as a double feature with The Devil’s Messenger in 1962.

Set to an organ score by Gene Moore, the film has been contemporarily noted by critics and film scholars for its cinematography and foreboding atmosphere. The film has a large cult following and is occasionally screened at film and Halloween festivals, and has been cited as a wide-ranging influence on numerous filmmakers, including David Lynch, George A. Romero, and Lucrecia Martel.

Plot
In Kansas, Mary Henry is riding in a car with two other young women when some men challenge them to a drag race. As they speed across a bridge, their car plunges into the river. The police spend hours dredging the murky, fast-running water without success. Mary miraculously surfaces, but she cannot remember how she survived.

Mary moves to Salt Lake City, Utah, where she has been hired as a church organist. While driving through the desert, Mary’s radio picks up strange organ music and she has visions of a ghoulish, pasty-faced figure (simply called “The Man” in dialogue). She glimpses a large, abandoned pavilion on the shores of the Great Salt Lake, which seems to beckon to her in the twilight. A gas station attendant tells her the pavilion was first a bathhouse, then a dance hall, and finally a carnival before it closed.

In town, Mary rents a room. She meets the proprietor who informs there is another lodger staying there. Mary unpacks her suitcase and goes to the church where she will be playing the organ. At the Church she meets the minister and plays the organ for the first time. At the minister’s offer, Mary takes a ride out to the pavilion at the lake. She is stopped from entering by the minister who warns her that to enter would be illegal.

When she returns to her lodgings Mary meets a man, John, the only other lodger, who wants to become better acquainted. The blonde newcomer though is not interested. That night, she becomes upset when she sees The Man downstairs and retreats to her room. Soon, Mary begins experiencing terrifying interludes when she becomes invisible and inaudible to the rest of the world, as if she simply is not there. When The Man appears briefly in front of her in a park, she flees, right into the arms of a Dr. Samuels. He tries to help her, acknowledging he is not a psychiatrist.

Mary’s new employer, the minister (Art Ellison), is put off when she declines a reception to meet the congregation. When she practices for the first time, she finds herself shifting from a hymn to eerie music. In a trance, she sees The Man and other ghouls dancing at the pavilion. The minister, hearing the strange music, denounces it as sacrilege and insists upon her resignation. Terrified of being alone, Mary agrees to go out with John. When they return home, he smooth-talks his way into her room. When she sees The Man in the mirror, she tells John what has been happening to her. He leaves, believing she is losing her mind.

After going back to Samuels’ office, Mary believes she has to go to the pavilion. However, Mary is confronted by The Man and his fellow ghouls. She tries frantically to escape, boarding a bus to leave town, only to find that all the passengers are ghouls.

It is just a nightmare; she awakes in her car. In the end, she is drawn back to the pavilion, where she finds her tormentors dancing, a pale version of herself paired with The Man. When she runs away, the ghouls chase her onto the beach. She collapses as they close in.

The following day, Samuels, the minister, and police go to the pavilion to look for Mary. They find her footprints in the sand and they end abruptly. Back in Kansas, her car is pulled from the river. Mary’s body is in the front seat alongside the other two women.

Cast
Candace Hilligoss as Mary Henry
Frances Feist as Mrs. Thomas
Sidney Berger as John Linden
Art Ellison as Minister
Stan Levitt as Dr. Samuels
Tom McGinnis as Organ factory boss
Forbes Caldwell as Organ factory worker
Dan Palmquist as Gas station attendant
Bill De Jarnette as Mechanic
Steve Boozer as Chip
Pamela Ballard as Dress saleslady
Herk Harvey as “The Man” (the main ghoul)