When Gibson Carver walks into his new classroom, he is disturbed by the group in his class. There is no-one there he could possibly be friends with - except for the only girl in the class, Julie Conrad. Especially disturbing is another pupil, Carl Rider, who dominates other pupils.
A series of accidents to other pupils in the class is blamed on Gibson and he is sure that Carl Rider is behind it all. He is more and more certain of this when he sees Carl appear repeatedly near the huge face entrance to the fun park - and Gibson's hideous nightmares predict a horrendous future for him with Carl, the Face and the big dipper.