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| Sidney Berger | Cop |
| Cleavant Derricks | Sid |
| Paul Johansson | Michael |
| Anna K. McKown | Elaine |
| Larry Miller | Louis Seagram |
| Bobbie Phillips | Alex Grant |
| Henry G. Sanders | Officer Soby |
| Shawnee Smith | Sandra Grant |
When she was just a child, Alex Grant watched her mother die at the hands of Louis Seagram, a sadistic carnival clown. Alex fears for her safety and that of her younger sister, Sandra, since she knows Louis won't be in prison forever. One day, Louis attacks Alex in her car and forces her to drive into a river. Though Alex survives the crash, she grows increasingly disoriented and starts experiencing strange hallucinations.
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