This creepy, unusual little low-budget classic was made by a group of people who never really ever did anything else afterwards. But it has become a classic and George Romero even admitted “Carnival of Souls” influenced his “Night of the Living Dead” which came out six years later. Shot on location in Lawrence, Kansas and at the Saltair Amusement Park near Salt Lake City, Utah (one of the creepiest places I have ever seen that wasn’t a set), the plot is actually a variation on Ambrose Bierce’s “An Occurrence at Owl Creek Bridge”. Three girls, including Mary Henry (the outstanding Candace Hilligoss, who never made another movie) go drag racing and end up going off a bridge in their car. Mary is the only survivor but she seems changed by the accident and promptly packs her bags and accepts a job in Salt Lake City to play the organ for a church there.

Strange things start happening to Mary even as she’s en route to her new job – the radio seems stuck on a station that only plays very creepy organ music, a pasty-faced man (Herk Harvey) appears out of nowhere, seemingly hanging onto the passenger side of Mary’s moving car and as she passes what is referred to as The Pavilion, she senses something about it which stays with her long after she has gone on by.

The interesting thing about “Carnival of Souls” is how director Harvey interjects the creepiness into everyday small-town life. A nighttime thunderstorm has Mary gazing out her window as though she can see The Pavilion, which is miles away, and the “residents” of The Pavilion seem to be looking back at Mary. While shopping for new dresses in a department store, Mary suddenly loses her hearing and perhaps much more. And as she frantically runs around the downtown area with only the sound of her heels hitting the sidewalk, everything around her continues on normally.

As time goes by, things get weirder for Mary. She loses her job at the church for playing “immoral” music (and I don’t mean Elvis Presley), she sees the Pasty-Faced Man in her boarding house and scares her landlady (Frances Feist). She tries to maintain a normal life by going on a date with her fellow boarder, the hilariously slimy John Linden (Sidney Berger) but nothing stops her increasing obsession with The Pavilion. Finally, after losing her job, she packs up and heads for the spooky place to once and for all sort out her demons.

The black and white cinematography is perfect for a moody, eerie film like this and the score by Gene Moore, which is mostly composed of creepy carnival/funeral organ music, sets the tone perfectly. Made for $30,000, this little movie that launched a thousand imitators is a must-see for any true horror fan. And the last fifteen minutes are worth the occasionally slow pace of the previous 72 minutes. Watch it at night, because as Mary says, “In the dark, your fantasies get so far out of hand.”