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16. CARNIVAL OF SOULS (1962) March 31, 2009

Posted by 366weirdmovies in Weird Movies.
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“We hoped for the look of a Bergman film and the feel of Cocteau.”–variously attributed to screenwriter John Clifford or director Herk Harvey


DIRECTED BY: Herk Harvey

FEATURING: Candace Hilligoss, Sidney Berger

PLOT:  Mary Henry, a church organist, is the lone survivor of an accident when the car she’s riding in plunges over the side of an old wooden bridge.  Looking to start over, she takes a job as an organist at a new church in a town where she knows no one.  She finds herself haunted by the sight of a pale grinning man who appears to her when she is alone, and fascinated by an old abandoned carnival pavilion visible from the window of her boarding house that she senses hold a mysterious significance.



  • Carnival of Souls was made in three weeks for less than $100,000 (figures on the budget vary, but some place it as low as $33,000) .  The film was a flop on its initial release, but gained a cult following through late night television showings.  The film was restored and re-released in 1989 to overwhelmingly positive reviews.
  • Director Herk Harvey, screenwriter John Clifford and composer Gene Moore worked together at Centron Corporation, an industrial film company, creating short safety documentaries such as Shake Hands with Danger and high-school propaganda/hygiene films such as What About Juvenile Delinquency?  None were ever involved with a feature film again.
  • Mesmerizing star Candace Hilligoss acted in only one other feature film, 1964’s The Curse of the Living Corpse, before retiring to raise a family.
  • The movie has been very influential on other films, particularly low-budget horror films.  Director George Romero has said that the ghostly figures in Carnival of Souls inspired the look and feel of the zombies in The Night of the Living Dead (1968).  Other writers see a Carnival of Souls influence on films such as Eraserhead (in regards to its ability to evoke the nightmarish quality of everyday objects), Repulsion (disintegration of the mind of a sexually repressed woman), and even Apocalypse Now (the shot of Martin Sheen rising from the water mimics a similar scene involving The Man–thanks to Matthew Dessem of “The Criterion Collection” for the catch).
  • Carnival of Souls was “remade” in 1998, although the plot (about a clown killer and rapist) shared nothing with the original except the name and the final twist.  Wes Craven produced.  The remake went direct to DVD and was savaged by critics and audiences alike. 

INDELIBLE IMAGE:  What else, but the titular carnival?  Ghostly figures waltz to an eerie, deranged organ score on what appears to be an old merry-go-round at the abandoned amusement park.  The tableau recurs twice in the film: once clearly in a dream, and once near the end as a scene that may also be a dream, but may be another state of being entirely. 

WHAT MAKES IT WEIRDCarnival of Souls is set in the ordinary, everyday

8 minute clip from Carnival of Souls (with annotations supplied by a youtube user)

world, but as seen through the eyes of an alienated, frightened woman.  The world the film depicts is familiar, but made maddeningly strange, and its the subtle, grubby touches rather than ghostly apparitions that allow this creepy low-budget wonder to seep deep under your skin.


Carnival of Souls is a minor film miracle.  There was little reason to suspect that this crew–composed of a technically competent director, cinematographer and composer who had previously worked only on industrial shorts and hygiene films, a first-time scripter, a featured actress with no previous movie experience who must deliver a subtle, dissociated performance to carry the film, with mostly local amateurs cast in supporting roles–all working with a micro-budget in a genre that made its living off of special effects–would create even a watchable film, much less an acknowledged horror classic that has lasted through the years while hundreds of bigger-budget films deteriorated into dust.  Everything came together on the set of Carnival of Souls: fortuitous locations; a persistent, weird organ score by Gene Moore that alternates between angelic and demonic; an unforgettable performance by debuting Candace Hilligoss; evocative camera shots filled with moody shadows; flawed supporting performances that somehow only add to the otherworldly atmosphere; minimalist makeup and effects that set the eerie mood, but are never so overdone as to become laughable.  Utterly unique,  Carnival of Souls seemingly springs from nowhere, and leads (in Terrence Rafferty’s words) into “its own distinctive nowhere.”  

After having been nearly lost, surviving only through rare TV screenings and bootlegs passed among fans, Carnival 0f Souls finally got the critical attention it deserved when it was re-released in 1989.  Reviews were almost universally positive, but often qualified their praise by mentioning the cheapness of the production and the amateurism of the acting, as if it’s B-movie, genre origins were a muck it could never quite rise above.  Joe Brown of the Washington Post published one of the most condescending reviews, declaring it ultimately only as “another case for the preservation of the black-and-white movie — in black and white, even this odd little $30,000 sleeper looks like Art now and again.”

Many audiences responded with the same sort of “surprisingly good, considering the budget” attitude.  I conclude the opposite: the amateurism is an essential part of Carnival of Souls unique charm, and had it been made with a huge special effects budget and performed by polished thespians with persnickety perfectionism, a far less compelling nightmare would have been birthed .

Part of audience’s problem is that the opening scenes of the car crash that sends Mary Henry over the railing of a rickety bridge and into the Kansas river are the film’s weakest, least technically accomplished sequences.  The daytime establishing shots show little of the visual flair Harvey will deploy later in the film.  As the authorities dredge the river, their voices are badly dubbed in and terribly out of sync with their lip movements, and the voice acting is flat and uninspired.  At this point, the cheapness of the production isn’t yet contributing to the atmosphere.  It’s merely annoyingly, distractingly bad, and gives an initial impression of incompetence that some viewers find impossible to shake.  For the first five minutes, Carnival of Souls gives little indication of being anything other than another forgettable, dull poverty row B-movies meant to fill out the bottom half of a cheap double bill, until the first iconic image suddenly appears: a dazed, muddy Hilligoss unexpectedly staggering out of the river, the lone survivor.  From this point on, Carnival of Souls depresses the mood pedal and never looks back.

The most common obstacle viewers create to appreciating the greatness of the movie is an objection to the acting, which is sometimes described as being on a “community theater” level.   But the key to effective emoting isn’t bringing a one-size-fits-all naturalism to each role, but instead finding a fit between the particular characterization and the feel of the film.  Here, entirely by accident, the substandard acting makes Mary’s experience all the more terrifying, because it imbues her world with another layer of the strange and alien.  Imagine being trapped in a nightmare where you not only suffer horrifying visions, but in your moments of “normalness” and respite everyone speaks to you in a slightly strained, subtly unnatural, blatantly scripted manners.  The cast’s performances have the same subliminal effect as the odd, off-key notes in Moore’s organ score–they sound “wrong” to our ears, but they are still undeniably lyrical.  The supporting characters’ struggle to express themselves realistically adds to the “slightly off” feeling about Carnival of Souls that everyone acknowledges is the key to the movie’s power.  In fact, the most experienced actress in the film–Frances Feist, the landlady, who had acted on Broadway and starred in at least four of Harvey’s previous shorts–makes the least impression, and I’m not entirely convinced that’s a coincidence.

Take, for example, the final scene in the Church.  While practicing on the pipe organ, Mary is suddenly possessed.  Her fingers begin to slide over the keys like tentacles, her naked feet caress the organ pedals sensually, and her face takes on a trancelike, half-ecstatic and half-terrified expression, as the melody she plays morphs from a reverent chorale into a dissonant carnival tune.  Visions from the haunted pavilion on the horizon dance before her eyes.  Suddenly, the minister breaks the tension as he storms in and stops her from playing, crying “Profane!  Sacrilege!”  He then fires her as organist on the spot, effectively casting her out of the church.  His reaction is unreal, absurd; an organist playing secular ditty is hardly a cause for dismissal, much less religious outrage.  Art Ellison’s melodramatic reading of these lines, with his overly careful enunciation and tones rising to an indignant pitch, as if preaching to unrepentant sinners from the pulpit, only heighten the extreme oddness of the passage, and reinforces the notion that even Mary’s “normal” reality is eerily weird.

Sidney Berger’s performance as Mary’s leering neighbor John is another technically flawed portrait that is actually pitch perfect when placed in its proper weird context.  Berger plays the part like he’s channeling one of the Bowery Boys as an alcoholic would-be ladies man.  Against our will, we sympathize with poor John, who’s definitely not good enough for Mary and hasn’t the faintest idea how to woo a lady with her class (his offer to spike her morning coffee with brandy is a colossal dating blunder).  At the same time, we recognize him as a threat, a peeping Tom and potential rapist.  Berger’s is a sleazy performance that flits between the cliched and the idiosyncratic, and its plausible to posit that a better actor might not have nailed the oily feel of badly forced pseudo suavity that John exudes when trying to make time with the regal Mary.

It’s a good thing that Berger’s performance is so memorable, because his character plays an often under-appreciated role in Mary’s internal drama.  Mary is emotionally distant, frigid and antisocial.  John’s shabby joie de vivre, his offers of sex and liquor, are an invitation to her to enter back into human society, into a world beyond herself and her terrifying internal preoccupations.  John represents a life force, one that doesn’t quite resemble the good life, but which is nevertheless more tempting than the nightmarish half-life Mary finds herself trapped in.  That’s why she is so ambivalent towards John; she teases him, never quite stomps out his lustful hopes, and in the end, too late, tries desperately to cling to him.        

 Besides gripes about the budget, another slight that audiences and critics sometimes levy at Carnival of Souls is to compare it to a feature-length “Twilight Zone” episode (sometimes even going so far as to suggest–sacrilege!–that it would have been a stronger film at 30 minutes).  Not to diminish the achievements of that venerable TV series, but the comparison misleadingly suggests that Carnival of Souls is a movie that depends on it’s twist ending.  I think most people will see the twist coming far ahead of time.  The twist adds a shock at the end if you haven’t guessed it, but even if you do, you don’t miss out on much.  The beginning and the end of the movie are necessary but almost irrelevant; Carnival of Souls is about getting swallowed up in the suffocating atmosphere that happens in between.  It’s the antithesis of a movie like The Sixth Sense, which depends entirely on it’s never-saw-it-coming ending, and whose re-watchability evaporates once the viewer knows the ending.  Carnival of Souls benefits from repeat viewings, and seems to grow deeper (and perhaps even become bottomless) the more times you watch it. 

Joe Brown might have done well to watch Carnival a few more times.  He dismissively writes that it  “works well enough as chill-up-the-spine cinema, and one might even go further and argue that Mary’s anomie… suggests something more — an existential horror cheapie. But only if one were inclined to argue about such things.”   We may do well not to argue about Carnival of Souls, because the movie presents us with such a fragile reality that nailing it down to a simple allegory (say, of clinical depression) would endanger its frail beauty.  But to refuse to discuss Mary’s “anomie” or alienation is to abdicate the reviewer’s duty to cut to the core of the film; it’s to avoid the point while covering ones’ tracks with a thin varnish of snobbery.  The movie resonates because it speaks to a deep part of our brains below the rational, the part that is responsible for fugue states and jamais vu, for that frightening feeling of slippage we all experience where our surroundings seem suddenly and inexplicably strange and alien for a tick of the clock, where you wake up beside a longtime lover and for the briefest moment wonder who is that stranger?  Carnival of Souls is a catharsis for that feeling, a feeling films rarely address.

Most critics and viewers see Carnival of Souls as an interesting but flawed oddity and give it a very respectable three out of four or four out of five stars.  They believe they are docking it a star for its technical failures, which they believe make it impossible to list it among the immortal films.  Fans of the weird will recognize it as a seminal five star classic, only enhanced by the parts to which the mainstream critics object.  If you have a set idea of “movieness” that involves a certain predictable look and feel, a gloss and realism, you’ll find Carnival of Souls doesn’t measure up to that standard.  But I submit that that missing star in some critics’ reviews doesn’t represent the film’s technical flaws; it represents precisely that quality that makes the movie weird.



“…a creditable can of film considering it was put together for less than $100,000… It isn’t enough story to prevail, but there is a fair share of suspense and some moments of good comedy.”–Variety (contemporaneous)

“Has the power to detatch you from your surroundings and put you in the middle of its own distinctive nowhere.”–Terrence Rafferty, The New Yorker

“…Harvey makes the familiar foreign and the mundane threatening, and in the sequences set at the already-bizarre Saltair—a gaudy fake castle on a desert lake—he achieves the first, and probably only, example of Great Plains Expressionism… a fine example of low-budget artistry, a creepy horror film, a bizarre and dreamlike death fable, and a true original, Carnival Of Souls thoroughly deserves its unexpected immortality.”–Keith Phipps, The A.V. Club (DVD)


IMDB LINK: Carnival of Souls (1962)


Internet Archive:  Details: Carnival of Souls: Watch or download a public domain copy of Carnival of Souls

Carnival of Souls (1962) – The Criterion Collection:  Contains a short essay on Carnival of Souls and remarks from screenwriter John Clifford, as well as full details on the contents of the Criterion Collection DVD.

Interview with Candace Hilligoss at THE ASTOUNDING B MONSTER:  A bitter Candace describes how her hopes to remake Carnival of Souls were sabotaged by Hollywood backstabbing  

Great Saltair :: History: A history of the Saltair resort, the evocative locale where the creepiest scenes of Carnival of Souls were shot

DVD INFO:  Because Carnival of Souls is in the public domain, there are several competing releases.

As usual, The Criterion Collection does the most thorough job.  Their two-disc release contains both the theatrical cut and the director’s cut with four to five minutes of additional footage, along with several documentaries and commentary by director Herk Harvey and screenwriter John Clifford.

Legend Films has put out a colorized version that also includes a mocking commentary track by comedian Mike Nelson of “Mystery Science Theater 3000.”

The film is also available as part of the Mill Creek 50-pack “Horror Classics,” with no extras, of course.  Other notable titles in that collection are Metropolis, Nosferatu, White Zombie, and Night of the Living Dead.



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