| Director | Mårten Klingberg, Rob Zombie, Tallam Nanjunda Shetty |
|---|---|
| Budget | $1.5 million |
| Box office | $850,419 |
During Halloween 1976, a group of carnival workers, Charly, Venus, Panda, Levon and Roscoe, gleefully travel through the countryside. Later that night, the group is attacked by people disguised as scarecrows and taken to a strange, large building where three elderly people wearing aristocratic clothes, powdered wigs and make-up – known as Sister Dragon, Sister Serpent and (their leader) Father Napoleon-Horatio-Silas Murder – tell them that they are going to play the game "31" and that it will last for the next 12 hours. The group is placed in a maze-like set of rooms, where they must defend themselves against the "Heads", several murderous clowns who intend to torture and murder them; meanwhile the group are given odds for their survival and bets are placed on them.
The protagonists come across five "Heads": neo-Nazi Sick-Head, Psycho-Head, Schizo-Head, cross-dressing Death-Head, and Sex-Head. The carnies eventually manage to kill all of the assailants, but not without sustaining their own casualties, with only Charly, Venus and Roscoe left alive. The remaining three try to find a way out, but only manage to get one of their number – Venus – trapped inside a boiler room, where she is brutally murdered by the final Head, Doom-Head, who was brought in by the aristocrats to join the game. Doom-Head taunts Charly and Roscoe, telling them that the doors have been opened to the outside world.
The two manage to make it to one of the exits. However, Roscoe urges Charly to go on without him, as the night's event has left him too severely wounded to progress. Roscoe is then stabbed to death by Doom-Head. Charly, who made it outside but found herself in the middle of nowhere, makes her way into an abandoned house where she is ambushed by Doom-Head. He almost defeats her, but Doom-Head is stopped by the aristocrats, who tell him that time has run out and Charly must go free. The aristocrats are concerned that Charly is the first person to win "31". This doesn't satisfy Doom-Head; later he catches up with Charly, who is covered in blood and headed down an isolated road. He alights from a van and takes out his daggers as he and Charly prepare for one last confrontation as the film ends, leaving their fates unknown.