Herk Harvey's macabre masterpiece gained a cult following through late night television and has been bootlegged for years. Made by industrial fimmakers on a modest budget, Carnival of Souls was intended to have the "look of a Bergman" and "feel of a Cocteau," and succeeds with its strikingly used locations and spooky organ score. Mary Henry (Candace Hilligoss) survives a drag race in a rural Kansas town, then takes a job as a church organist in Salt Lake City. En route, she becomes haunted by a bizarre apparition that compels her to an abandoned lakeside pavilion. Criterion is proud to present the ultimate special edition of this eerily effective B-movie classic that continues to inspire filmmakers today.

Made in 1962 on an extremely low budget, Herk Harvey's classic CARNIVAL OF SOULS has become legendary for its ability to create a tensely creepy atmosphere with virtually no special effects. A young woman (Candace Hilligoss) is involved in a car crash when her car falls off a bridge while drag racing with some friends. After she pulls herself from the river, she moves to a new town to take a job as a church organist. Meanwhile, a distinctly eerie and hollow-faced man seems to be following her wherever she goes, while an abandoned lakeside amusement park beckons her with an almost gravitational pull. The effective organ score enhances the film to great effect, as do the bleak landscapes of Utah's salt flats.