When a strange circus tent shaped space ship arrives at the outskirts of the town of Crescent Cove, Mike Tobacco (Grant Cramer) and his date Debbie Stone (Suzanne Snyder) decide to investigate. They quickly come to realize that this is an invasion by some strange aliens that look just like clowns, and they use all kinds of clown props in their invasion as well. Though Mike and Debbie manage to narrowly escape, their warnings go unheeded by law enforcement and the town is quickly overrun by invading Killer Klowns. Officer Dave Hanson (John Allen Nelson), is one of the disbelievers, but when he witnesses one of the clown disemboweling the chief, becomes a believer. Since the Klowns and their tactics appear so innocent to people, who knows if the town will survive the assault.