The Devil's Carnival is a 2012 American musical horror film directed by Darren Lynn Bousman and starring Sean Patrick Flanery, Briana Evigan, Jessica Lowndes, Paul Sorvino, Emilie Autumn and Terrance Zdunich.

The film also brings back several of the cast members of Repo!, such as Sorvino, Alexa Vega, Bill Moseley and Nivek Ogre.

He selects the Painted Doll, a mute woman with a cracked face; the Twin, a reptilian man with the ability to shape-shift; the Hobo Clown; and the Scorpion, a knife-thrower.

She is then stripped naked and whipped in front of the carnies, while the Hobo Clown sings retelling of the fable Lucifer is reading ("A Penny for a Tale").

He straps her to his knife-throwing wheel, before throwing a switch-blade directly into Tamara's heart, killing her ("Trust Me").

Later, Lucifer rallies the carnies, announcing a plan to offer the condemned souls redemption and thus, access to Heaven ("Grace for Sale").

Ticket-Keeper informs the carnies that, come tomorrow, they will wage war with God and his angels, in order to "put Heaven out of business."

She blindly trusts and allows her to seduce him like she did with the Scorpion, ultimately repeating the sin that brought her to Hell ("In All My Dreams I Drown").

[4] Principal photography for The Devil's Carnival wrapped in mid January 2012 and went into post-production,[5][6] with Noise Creep reporting that Slipknot's Shawn Crahan would be participating in his first acting role.

[7] The soundtrack was released digitally on Amazon and iTunes on April 3, 2012, with limited edition CDs being sold on the road tour stops.

[13] The Phoenix New Times also praised The Devil's Carnival, saying that the "plot and soundtrack were darkly, enchantingly comedic".

"[16] Firstshowing.net cited the soundtrack as a highlight of the movie, also stating that the "tale crescendos at the start of a new story, that sinister plot the Devil was keeping under his horns".

This release is virtually identical to the Ringmaster edition of the Blu-ray, except the lyric booklet has been removed and the cover art was altered.

Bousman described the project with "Episode Two will pull back the curtain on Heaven... and in The Devil's Carnival, God and his angels are a whole lot darker than Lucifer and his carnies.

[22] On January 10, 2013, a nine-minute trailer was released, focusing on The Librarian, a few of the angels, and their dark practices of Heaven.

Also, major actors such as Barry Bostwick (The Rocky Horror Picture Show) and Ted Neeley (Jesus Christ Superstar) have been cast.