Philip always been able to see things others couldn't, which led to bullying and being an outcast. But one day a traveling Circus comes to town, so he goes with his friend Mel. Everything is normal at first and the two are having a good time until Phillip's special ability to see things shows him the truth. The Circus isn't as it seems the members are killers, they take the souls of their volunteers and send them home as mindless puppets. They notice Philip's ability to see the truth and Philip is not so willingly recruited to the circus where he meets other kids like him.