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The film opens with a group of wanna be gangsters, led by Brandon Meeks (Edward DeRuiter), ordering food at Hella Burger, a fictional fast food restaurant, and they are attacked and killed by someone dressed as the Hella Burger mascot, Horney the Clown. Meanwhile after a party, Mackenzie Carpenter and Fisher Kent play with a Ouija board, asking "what's going to happen to our pathetic little lives?" The board sends them a message of a license plate number, N1KLPL8. The next day, Mackenzie and Fisher find out that the group were killed in the car with that license plate number. However, no bodies were found.

At school, Mackenzie believes that someone stole her camera at the party, as she needed pictures for the school year book, and, while playing with a Magic 8 Ball, it sends her some weird messages. After school, Mackenzie stays so she can try to finish up the school year book, but suddenly, the janitor Lenny (Sean Whalen) comes and brings her camera back, not explaining where he found it. As Mackenzie develops the photos, she finds some photos of the four people that were killed. She is then chased through the halls by Horny the Clown, and witnesses the death of her best frined Val, and finds Lenny hanging in the boys bathroom before running into a police officer. However, the police do not find the bodys of Val or Lenny, and now the police think that Lenny killed the four people since he did have a criminal record. At the Carnival, Tina McCandless and Chad Baldwin are killed by Horny in the haunted house, but no bodies are found, and the only witness is Fisher, who is badly injured. Mackenzie also finds out that her mom knew Brandon Meeks, Val Espinoza, and Tina McCandless's parents. At the hospital, Mackenzie stays in for the night 'til Fisher gets better. While getting up at get a drink of water, a vending machine drops out a toy with Horny's face on it with a message, saying "See you at 4:20". Mackenzie goes to tell Detective Crockers (Larry Joe Campbell), but she finds him lying on the floor, asleep, with a burger in his hand. It appears that Fisher put his sleeping pill in the burger while Crocker wasn't looking.

Mackenzie catches up with Fisher and discovers that the 4:20 message is standing for the 4:20 Boyz, led by Chuck Taylor (Shedrack Anderson III), whose father was Mackenzie's mother's ex-boyfriend. That night, Chuck Taylor and his friend Spanky are killed by Horny, while their other friend, Carrie survives, and once again, no bodies have been found. When Mackenzie returns home, her mother finally tells her why someone's killing her best friend's children. She explains that when she was young, she had four friends: Charlie TAYLOR, Tori MEEKS, Bert McCANDLESS, and Grace ESPINOZA, maiden name Overstreet. There was a boy named Archie Benjamin (Van De La Plante), who was Hella Burger's manager's son. They used to mess around with him everytime they go there, but it didn't bother him because he had a huge crush on Mackenzie's mom. On the night of his 18th birthday, he invited her to come, but they used the invitation to smoke weed. Charlie didn't like Archie because of his crush for Marcia, so he convinced the rest of the group that he will play a prank on him, that involved Charlie wearing the Horny mask, and using a meat cleaver to scare him. Charlie accidentally knocks him out, and leaves quickly. However, Archie accidentally knocked the table with his birthday cake down when he fell, causing a fire. Archie was killed in the fire.

Mackenzie realizes that Archie somehow came back from the dead, and he's taking revenge on the children of the parents that messed with him. Believing that Jack Benjamin (John Gilbert) might be able to stop Archie, she, Fisher, and her friends: Starfire (Rachael Bella) and Van (Penn Badgley) go over to Mr. Benjamin's house. Mac and Fish go talk to him, while Van goes to check the backyard, and Starfire goes to check the garage to see if there's any body parts in the meat freezer. Looking around for Mr. Benjamin, Mac and Fish find Archie's room, and they find a bunch of toys in his room, implying that Archie is sending messages in the toys he used to have. Meanwhile, Van enters the garage to look for Starfire. He finds a meat freezer, and he finds Starfire's body in there. Horny then slashes Van in half. Horny then re-enters the house and chases Mac and Fish. He knocks Mac out, and somehow makes Fisher's eyes turn red, implying that Horny's probably a demon. Meanwhile, Detective Chase (Lola Glaudini) and Detective Crockers come to the house because Mac's mom told them where she was going. Chase finds Jack Benjamin behind his own bed, trying to hide from Archie. Meanwhile, Mackenzie wakes up in a room in the house that looks just like Hella Burger's food court.

Mackenzie is tied up to a chair, with a birthday cake in front of her, and she's surrounded by Brandon Meeks, Val Espinoza, Tina McCandless, and Chuck Taylor's corpses. Archie pours gasoline on her, and is about to use a candle to burn her. Suddenly, Marcia comes in and shoots Archie in the mouth. Marcia unties her daughter before Archie knocks her out. Mackenzie, who was carrying some wiskey with her, drinks it, but doesn't swallow it. Archie comes back to burn her with a candle, but Mackenzie spits the wiskey on the fire, causing the fire to backfire to Archie, and Archie burns to death. However, though the police founded all of the bodies they needed, did not find Archie's body. Detective Chase tells Detective Crockers to take Archie's mask to have it annalyze. Detective Chase then tells Mackenzie that Fisher is still alive, but he's in Medical Condition, so Mackenzie and her mother go to the hospital to see him. Meanwhile with Fisher, he wakes up from conscientious, but his eyes are still red. As Mackenzie and her mom enter the room, Fisher is gone, and clothes he was wearing are outside tossed on the ground. Meanwhile with Detective Crockers, he is at Hella Burger ordering some food, when the microphone speaker says "Do you want to die fatass?!" Then Horny the Clown jumps ontop of his car and kills him through the windshield. We are left to believe that Fisher is now Horny the Clown.

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