Carnival of Souls is a low budget 1962  horror film starring Candace Hilligoss. Produced and directed by Herk Harvey for an estimated $33,000, the movie never gained widespread public attention when it was originally released as it was intended as a B film but today has become a cult classic. Set to an organ score by Gene Moore, Carnival of Souls relies more on atmosphere than on special effects to create its mood of horror.

Herk Harvey was a Lawrence, Kansas-based director and producer. Hiring an unknown actress, Lee Strasberg-trained Candace Hilligoss, and otherwise employing mostly local talent, he shot Carnival of Souls in three weeks, on location in Lawrence and Salt Lake City.

The film tells the story of Mary Henry, a talented young organist (Hilligoss). At the beginning of the film, Mary is riding in a car with two other girls when some boys challenge them to a drag race that ends up on a bridge. The boys' car nudges the girls' car, which bumps up against the railing of the bridge. The girls' car then runs over the side of the bridge and plunges into the river. Although the others in the car die, Mary mysteriously survives.

As Mary is drawn back to the scene of the accident, and then as she performs an impromptu concert in an organ factory, her character is revealed. While she is obviously a gifted organist, her interaction with the factory supervisor is emotionless and even cold, and there is a suggestion that she has become this way because of the accident.

Mary then travels to Salt Lake City, where she takes a new job playing organ at a church. While driving there, she passes a large, abandoned pavilion (in reality, Salt Lake City’s Saltair amusement park), which seems to beckon to her in the twilight. Shortly thereafter, while driving along a deserted stretch of road, she sees a ghoulish figure (aka the Man, played by director Herk Harvey) whose image replaces her reflection in the passenger window. He stares at her fixedly through the window of her moving car until her own image returns.

As the film progresses, Mary becomes acquainted with her new landlady and a lecherous, sinister fellow tenant (played by Sidney Berger). Again and again, her reflection is replaced with the Man's image. At the same time, she continues to see visions of the Man that are no longer confined to mirrors or window reflections. Although no one else is aware of his presence, she begins to experience terrifying moments when she herself becomes invisible and inaudible to the rest of the world, as if she simply isn’t there.

The film moves between the realms of the living and the dead. At times she holds herself aloof from her fellow boarder, clearly repulsed by his carnal desires; at others she seems to encourage his advances. At one moment she seems in control of her life, dismissive of anything supernatural (including the possible salvation of religion); at the next she is frightened of the unknown, beyond the help of science (in the person of a doctor from whom she seeks help) and religion, as represented by the minister (Art Ellison) of the church where she plays.