While marginally better than most of director Fred Olen Ray's and executive producer Charles Band's most recent output, SIDESHOW still emerges as only a mediocre rendering of a decent concept.
Five teens (two guys and two girls on blind dates and the wheelchair-bound kid brother of one of the boys) spend the evening at a traveling carnival and end up p1ssing off dwarf Abbot Graves (Phil Fondacaro, the contemporary answer to Angelo Rossitto), who runs the "Doctor Graves Horrors of Nature" sideshow exhibit--an attraction which features such freaks as Conjoin-O (a guy with a monster in his belly), Aelita the inside-out girl, Hans the bug boy and Digestina (a woman who lives in a pool of digestive fluid) (?!) Abbot doesn't take too kindly to being pushed around by one of the kids and decides to get even with them all by turning their worst fears or insecurities into reality.
The characters aren't fully developed enough to get elicit much sympathy or interest and their eventual transformations are unfortunately rather predictable (a girl who hates being touched is turned into a doll in a glass cage, another who is insecure about her body is turned into a faceless woman with a nice body, etc.), but the film is reasonably well-made given the budget, the acting is acceptable and the make-up FX by Gabe Bartalos are pretty good. Also bit parts are played by Ray regulars Ross Hagen (as the sheriff), Brinke Stevens (fortune teller), Pete Spellos (freak with a monster in his belly) and Richard Gabai (game huckster).
