The game is set in the fictional town of Greeley Valley, Iowa. The main character, Jacob, joins a tractor-drawn trailer called Spooky Sam's Ghost Tour on its path through a cemetery. According to an urban legend, if a golden token is inserted into the jester's mouth on top of the tombstone of Ludwig von Tökkentäkker, a haunted amusement park will rise from the earth.

The main character leaves the tour with his friend, Lisa, and approaches the tombstone. A golden coin falls into a small hole on the tombstone, and surprised, Jacob inserts the coin into the jester's mouth, resulting in the legendary undead carnival rising from the ground. Wielding a shotgun from the shooting gallery at the entrance, Jacob fights through hordes of monsters, zombies, and insects until they eventually escape.

The game consists of four levels, each ending with a boss fight. The bosses are all in the form of carnival attractions as well as some European archetypes. After defeating Tökkentäkker, the man who owns the undead carnival, and surviving the explosion of the airship, Jacob awakes the next morning in a pile of leaves next to Lisa, and finds himself back in the cemetery in front of the Tökkentäkker tombstone.

The first three stages below may be played in any order, after which the player automatically moves on to the fourth one.