Jade Cochran (Claire Brennen), a waitress in a skeevy gas station slash diner, has her eyes on the prize. And that prize is literally anything other than working for her sleazy boss named Greasy (Claude Earl Jones). Hold up, his name is Greasy? Is that a family name? I’m going to have to trust IMDB on that one. When Jade finds out that the carnival is in town, she bails on Greasy and ends up waitressing at a burger joint in the carnival. But all hope is not lost once she finds out that the most eligible bachelor around is Steve St. John (Bill McKinney), the owner of the freakshow.

Sure, Steve is gorgeous and moderately not poor, but can Jade’s shopping montages really be enough to satisfy her? The answer is [spoiler alert] not so much. Steve can’t compete with the raw, unbridled sexuality of roustabout extraordinaire, Blackie Fleming. He’s a real stud muffin and have you seen his trailer? Okay, it’s more of a shipping container with girls from dirty magazines tacked to the wall, but he has his own mattress! Steve and Jade fight for the attentions of Jade, but the trouble really begins when Jade gets on the bad side of the freaks.

Do you like the carnival? I mean, do you really, really like the carnival? Good! I like that attitude because you’re gonna need it. I’m not sure I’d call myself a fan of bait-and-switch movies like this one, but I really appreciate the gusto of producer David Friedman and his loveable conman attitude. This is a soap opera with two whole scenes of horror. Two! Wow, don’t spoil us, Dave. The cast is made up of character actors and non-professionals and everyone is so good, even when they’re kinda bad. One thing that is not at all bad is the score by William Allen Castleman that is equal parts groovy rock and totally perfect lounge music.

If you like grimy 60s melodramas with a whole lot of filler, then She Freak is for you. Luckily, that filler is lovingly photographed scenes of the day-to-day goings-on of a carnival. Thanks to the film stock’s splashy colors and the cinematographer’s obsessive eye for the minute details, this could actually be the best documentary about roustabout life that got invaded by some sweaty drama, or vice versa. Either way, it’s definitely a blatant rip-off (oops, I mean retelling) of a certain classic film that I won’t mention here because it would give the game away. Even though it should have been called Down and Out in Piru, I still found She Freak very charming, but it might not be for everybody.

She Freak looks and sounds excellent on this new Blu-ray from AGFA and Something Weird. The lurid colors of the carnival are worth the price of admission alone. It’s the extras where this disc really shines. There’s an old commentary track by David F. Friedman and Something Weird founder Mike Vraney but it’s essential listening. It is freakin’ loaded with excellent trivia and more info than your brain can handle. The disc also contains some 3-D inserts that were stuck into an alternate version of this film called Asylum of the Insane. A slideshow of on-set photos from the production of She Freak is also included. My favorite thing after the commentary track is an hour and a half long trailer reel showcasing Friedman’s immense catalog. It’s wild! This release also comes with a cool booklet featuring an excellent essay on She Freak by Something Weird’s Lisa Petrucci.