In the town of Hob’s Landing, a priest in the Church of the Maggot visits Jonathan Wormcake, a ghoul who resides in an old three-story mansion. Since Wormcake is dying (he is now a skeleton who plasters a mouth onto the lower part of his skull in order to speak), the priest has come to facilitate his transition to the afterlife, although neither of them know what lies beyond for Wormcake. Also in the mansion are fourteen children who have received “the dream” from the Maggot, and have been summoned to the Skullpocket Fair. Uncle Digby—a severed head suspended in a jar of green liquid, placed atop a golden box on wheels—tells the children the story of how Wormcake and the other ghouls first came to live alongside humans 100 years ago (1914). It was the night of the Cold Water Fair, and Wormcake, then a ghoul child, was amazed by the lights and screams of the carnival. With his two friends, Slipwicket and Stubblegut, he broke out of the graveyard where he lives underground and entered the fair. Wormcake became enraptured by the freak show at the carnival, where he saw a mermaid, a man with two faces, and the Orchid Girl, a flower masquerading as a human, with whom he fell in love. That night, however, was also the ghouls’ Extinction Rite, where they planned to commit mass suicide. But when the ghouls’ god, the Maggot, gave them permission to die, Wormcake, Slipwicket, and Stubblegut—separated from the other ghouls—misinterpreted the Maggot’s command and released the captives of the freak show. They also started killing human children at the fair. With these children’s skulls, they played “skullpocket,” a game in which ghouls kick a skull back and forth until it cracks to pieces. Fourteen children died that night, so to commemorate the event, the Maggot now summons fourteen new children to come to the annual Skullpocket Fair. The priest recounts his own summoning 70 years ago (1944), as part of the inaugural Skullpocket Fair; he had a nightmare in which he vomited maggots and, upon waking up, felt an inescapable need to go to the Fair. At the mansion, after he and the other summoned children were told Wormcake’s origin story—just as these children in the present are—they were brought to a carnival and ambushed by monsters. Only six children survived, and four of them submitted to the Maggot religion. In the present, Wormcake criticizes Digby’s romanticization of the Cold Water Fair story and expresses his grief over the death of the Orchid Girl, whom he eventually married. The priest chides Wormcake, noting that emotion is a weakness in the eyes of the Maggot. But Wormcake continues, saying how much he misses his wife. Startled by this confession, the priest thinks about his own lost love and questions his own devotion to the Maggot. While the priest prepares to end Wormcake’s life, he sees the children being released to the carnival and hopes they will be able to escape the monsters.