Jade Cochran, a cynical woman who works as a waitress in a sleazy roadside cafe, is determined to improve her lot by any means. When an advance man enters the cafe to have some coffee and something to eat, he distributes fliers announcing the arrival of a carnival into town. Jade quits her job and take another job waiting on tables in the meal tent of the carnival. Jade makes the acquaintance of Pat, a stripper, and Steve St. John, the wealthy owner of the carnival's freak show, and immediately decides that she wants to marry him so she can have access to his money. Blackie Fleming, the sadistic operator of the ferris wheel, also appeals to her. Jade marries Steve and at the same time embarks on an affair with Blackie. Steve learns of the affair, confronts Blackie, and is stabbed to death in a fight. Blackie is sent to prison, and after Jade inherits her husband's enterprise, she fires Shorty, the carnival midget who informed Steve about her affair with Blackie, despite warnings from her friend Pat, one of the carnival strippers. That night, Shorty and all of the carnival freaks attack Jade and transform her into a hideous sideshow attraction: that of being the carnival's new "snake woman".