Three years ago, an odd teenage trio from small town Spoonersville entered a twisted theme park known as the Dark Circus. With their own gifts of magic, freakiness, and the ability to control animals, the three were able to survive its madness. Also, by allying themselves with the inhuman misfits that live there, the teens were able to defeat psycho Charlie, the circus' only clown.

However, during those three years of quiet bliss, Charlie plans his revenge in the spirit world. It's on the night of the senior Halloween Carnival that the clown makes his Astounding Return before all of Spoonersville.

Now, Daniel, Kyle, and Christy-Anne attempt to regain their former power from the Dark Circus to destroy him. If that wasn't enough, the trio must face off with three newcomers to their town who also demonstrate powers given to them by the Dark Circus.