Hoss and Joe take their sweethearts to a colorful and strange carnival for the day. Joe's recent girlfriend Jennifer Beale is abducted by the sinister owner, Philip Reed and his accomplice Gerner. Her father is Joshua Beale, the richest man in the Comstock. Gerner convinces Reed to hold her for a $1 million dollar ransom, and her father will gladly pay them to ensure her safe return. Reed's girlfriend Della Thompson is jealous of Jennifer and has second thoughts about the abduction. Hoss and Joe take notice of Jennifer's disappearance and travel deep into the bowels of the carnival, meeting fierce resistance from the carnival people at every avenue. They come up without a trace of finding her.