Waitress Jade Cochran quits to join the circus. She's waiting tables again but she is quickly befriended by dancing girl Pat 'Moon' Mullins. Steve St. John is the owner.

The acting is painfully amateurish. The lead actress is all false attitude. It's also not an appealing character. The fake acting is really annoying. It's an amateur low-budget indie and it's pretty bad. The filmmaking is poor. The story is a melodramatic pulpy mess. The most compelling aspect is the real life circus location. I'm more interested in a montage of setting up the rides than the plot. I love the circus paintings in the background. They look gorgeous. Everything else is pretty bad.

Brash and slinky small town dinner waitress Jade Cochran (a nicely sassy performance by fetching blonde Claire Brennen) gets a job with a traveling carnival. Jade hooks up with sideshow exhibit owner Steve St. John (Bill McKinney in his sturdy film debut),has a steamy fling with cocky stud Ferris wheel operator Blackie (handsome Lee Raymond),and torments sideshow midget Shorty (an excellent turn by Felix Silla). Director Byron Mabe, working from a compact script by David F. Friedman (who also appears as a carnie barker),relates the sordidly engrossing story at a steady pace, presents a flavorsome seedy atmosphere, neatly captures the restless peripatetic nature of carny life, and grounds the premise in a believable workaday reality. The footage of actual carnival workers and performers provides a certain compelling authenticity. The last shot of Jade as a hideously disfigured freak is quite chilling and horrific, thanks mainly to the convincing grotesque make-up by Harry Thomas. Moreover, the solid acting by the capable cast holds the movie together, with especially commendable work by Brennen, McKinney, Lynn Courtney as friendly dancer Pat 'Moon' Mullins, and Claude Earl Jones as scruffy diner owner Greasy. William G. Troiano's vibrant color cinematography gives this movie an attractive bright look. William Allen Castleman's groovy score hits the swinging spot. A cool item.

Bored diner waitress Jade (Claire Brennen) joins the carnival in search of excitement, where she quickly worms her way into the affections of wealthy freak show manager Steve St. John (Bill McKinney),the carnival's most eligible bachelor. After a whirlwind romance, and a short engagement, the pair get married, but it's not long before Jade is out seeking thrills with loutish ferris wheel foreman Blackie (Lee Raymond),who happily gives her a ride for free. When Steve learns from pal Shorty that his wife is banging Blackie, he confronts the uncouth carnie, only to get a knife in the belly for his troubles. As a result, delighted Jade inherits her late husband's lucrative business, but her hatred and mistreatment of the sideshow's exhibits means it not long before the ruthless ex-waitress gets served her just desserts.

She Freak, a virtual remake of Tod Browning's 30s horror classic Freaks, opens with a solid five and a half minutes of carnival footage—shot after tedious shot of carnies plying their trade to happy punters—before eventually getting down to telling a story. Throughout the film, director Byron Mabe continues to make maximum usage of his carnival setting, regularly interrupting the action with further prolonged shots of people risking their lives on rather precarious looking fairground rides while eating unwholesome food purchased from dodgy concession stands. Strip this excess of colourful padding from this cheapo drive-in garbage and there really isn't a whole lot left—certainly nothing to get your average exploitation/horror fan excited about.

Considering the film was produced by trashmeister David F. Friedman, whose filmography boasts such legendary titles as Blood Feast, Two Thousand Maniacs!, Ilsa: She Wolf of the SS, and Love Camp 7, it should come as no surprise to find that, in terms of style and atmosphere, She Freak is no match for the masterpiece that inspired it; however, it is rather shocking to discover that the film is remarkably light on both sleaze and gore. The bloodletting is limited to an unconvincing screwdriver through the hand during a fight between carnies and there is no sex or nudity to speak of (unless you count off-screen nookie and a few brief glimpses of skin from sexy sideshow stripper Moon, played by Lynn Courtney). Worse still, the film's genuine 'freaks' are limited to one dwarf (Felix Silla, Twiki from Buck Rogers),a sword swallower, and a June Whitfield lookalike who plays with snakes—no match for the collection of genuinely disturbing human oddities that helped make Tod Browning's Freaks such a memorable movie.