I Don’t Belong In This World: On the Saltair Pavilion, Mary Henry, and Carnival of Souls

Carnival of Souls | art by Tony Stella
illustration by Tony Stella

I t had been an hour since I parked on the side of a frontage road, slid through a break in the fence, and started my trek out to the lake. According to every marker I had—sketchy maps on the internet, a suspect Google Maps pin, the knowledge of how far I had walked—I should have been there by now. But the remains of the old Saltair Pavilion seemed as far away as they were when I started walking toward them, still just a few posts of rotting wood out in the salty marshes, stubbornly staying out of reach. Behind me, snow fell onto the mountains, and in front of me, the sky was burning pink and orange as the sun set. I had a long walk back to the car. The ruins of Saltair would have to wait for another day. 

A trek out to the Great Salt Lake in the middle of December was probably not the best idea, but I found myself wondering, wondering what it was like on the pungent, salt-crusted shores of my city’s eponymous lake, wondering what an industrial filmmaker from Kansas saw here that compelled him to make his only feature film. Out on the lake, it doesn’t feel like anything should belong. The environment is hostile. Salt infects the water. Cold wind rips across the surface. There’s not a living thing in sight. 

But, for Carnival of Souls, it somehow all makes sense. The 1962 film feels as out of place in this world as its protagonist. Made for a budget of $30,000 (roughly $255,000 today), it throws viewers with its guerilla-style aesthetic, non-professional cast, and moments of poorly synced sound. The main character, Mary Henry, is not immediately likeable, a choice which purposefully alienates the audience. And the aesthetic of the film defies time and space: some scenes feel as if they’re straight out of a German Expressionist classic; in others, experimental soviet-reminiscent montage interweaves terrifying imagery. Moments later it’s as if the film stumbled into being a generic-brand version of The Twilight Zone

And yet, against all odds, Carnival of Souls is fantastically compelling—a film that showcases the mastery of director Herk Harvey, writer John Clifford, and actress Candace Hilligoss. The lore surrounding it compounds on its meaning, uniting Mary Henry (Hilligoss), the woman who shouldn’t be alive, with Carnival of Souls, the film that shouldn’t exist. 

Carnival of Souls starts abruptly, as jarring as the sight of an Indian-style palace on an odorous lake. As observed by writer Kier-la Janisse, the film’s indelicate cut from black thrusts viewers into “a ‘teenicide’-style highway safety film” when a friendly drag race turns from good-hearted mischief to disaster. A car carrying three women, including Mary, careens over a bridge and into the river below. The community searches for the car and the passengers’ bodies to no avail. The height and speed of the water thwart every attempt. Then, suddenly, Mary appears on the bank, drenched and dirty. 

No one quite knows how she got there or why none of her fellow passengers survived, but Mary doesn’t have time for any of that. She’s ready to go out to Utah, where a job as a church organist awaits her, and soon she’s driving across the dark American West. It’s there that she sees the Saltair Pavilion, which calls to her the moment she sees it, pulling her out of life and into the lake via mysterious visions of “The Man” (Harvey). 

Mary’s experience mirrors that of director Herk Harvey. Driving from California back to his home in Kansas, he saw the Saltair Pavilion and was immediately struck by it. In 1989, Harvey recounted the experience: “The lake had receded and the pavilion, with its moorish towers, stood silhouetted against the red sky. I felt I had been transported into a different time and dimension. I couldn’t believe what I had seen. I stopped the car and walked out to the pavilion. The hair stood up on my neck. The stark white of the salt beach and the strange dark quiet of the surrounding buildings made it the spookiest location I had ever seen.” Upon returning to Kansas, Harvey immediately sought out his friend with an idea for a film. Screenwriter John Clifford explains, “Herk Harvey described to me a strange outdoor ballroom he had seen rotting on the shores of the Great Salt Lake. . .and said he’d like to make a film about creatures rising from the lake and doing a dance of death in this pavilion. That was the image he had and he asked if I would create a script encompassing that.”

The whole story stinks of tall tale, but I’ve thought many times of what it would be like to see the Saltair Pavilion while driving on a lonely road in the 1960s. The valley and the stretch of the lake makes the whole place look intensely empty and flat, and aside from the surrounding mountains there’s hardly anything for miles. Nothing should exist in that blank-space limbo, and the fact that something did, as if it just dropped out of the sky, feels like a mistake of nature. 

A turn-of-the-century marvel, the Saltair Pavilion opened in 1893, built by the Mormon church in response to the community’s need for an entertainment venue that would meet conservative standards (Joseph F. Smith, then-head of the Mormon church, said the Saltair would provide “entertainment of a high moral character as well as rest from the heat of the city”). With a “Moorish” design, the pavilion was built on over 2,000 pylons in the lake. It became wildly popular, and “dominated the nation” as “the Coney Island of the West,” offering a place of reputation where unwed couples could visit without risk of gossip. Even Glenn Miller performed there, while dancers enjoyed the largest dance floor in the world. The building’s Eastern-inspired architecture made it feel exotic, and the salty lake was reminiscent of the ocean. 

Descriptions of the pavilion at its height sound almost unreal, especially today, when the only hint of the old Saltair is some rubble on the marshy, littered bank. But by all accounts, it was something to behold. Author Wallace Stegner reminisced on his teenage days working at the Saltair in his piece “Xanadu by the Salt Flats:”

[My grandchildren] will never know the thrill of working in an enchanted palace whose onion domes float on the desert afternoon, and whose halo of light at night pales the stars. They know not the sound of gritty salt underfoot, or the sight of potted palms glittering with salt like tinsel. The smell of the humble hot dog cooking will never arouse them, as it does me, to uncontrollable glossalalia. Their ears will never prick, as mine do, to the spectral chanting of barkers, the thunder and screams from the roller coaster, the sob of saxophones from the dance floor. Nor will they ever hear, in intervals of quiet, the slap of heavy waves down under, down in the caverns measureless to man among the pilings.

In 1925, a fire broke out, and then the 1929 market crash made it impossible to renovate fully. In 1931, the Saltair caught fire once more. Locals began to call it “the cursed resort.” The lake waters receded, leaving nowhere to swim. Customers and employees abandoned the venue to fight in WWII, and with rationing the Saltair could not keep its doors open. Looking back on it, Stegner felt he should have known the Saltair was destined for ruin. “If I had been a thinking or prescient creature, I might have felt the shadowy quiet under the pavilion as a threat or omen,” he wrote. “Something there was that didn’t love pleasure domes, that wanted them down.” The Saltair remained on the lake in ruins, just waiting for Harvey to see it. And not a moment too soon—arson destroyed the remains of the resort in 1970. In the early 2000s, a new “Saltair” appeared in the form of a rather clumsy, concrete building with just a few spires to honor its predecessor. It was built over a mile south of the original cursed ground. 

In the 1960s, when Harvey fatefully drove by, the rest of the world had forgotten about the Saltair, but it was there, waiting patiently. When Harvey asked the Salt Lake City Chamber of Commerce for permission to film there, they gave him the rental for a mere $50. For the first time in decades the pavilion was inhabited, albeit by a tiny film crew rather than thousands of dancers. The sudden lights coming from the pavilion so shocked nearby locals that the police got dozens of calls. The specifics of time and place make the film all the more eerie; the abandoned palace was almost too ripe for Harvey’s film, as if there were indeed ghouls waiting in the water. 

Elements of crazy-random-happenstance weave throughout Carnival of Souls, often driven by budget constraints. One of the most striking scenes takes place in an organ factory back in Kansas, which writer John Clifford included because he knew they could shoot there without straining their tiny budget. But its inclusion came to drive nearly as much of the story as the Saltair did. It is because of the organ factory that Mary is a church organist, opening a path for her to be condemned by a man of God. It is because of the organ factory that the entire score is organ music, driving home the feeling that the whole story is the result of some cursed, demented carnival out on the lake. And the feeling that Mary shouldn’t be there? She probably shouldn’t have. With the budget too tight to pay for permits, Harvey and his crew took to bribing Salt Lake City locals to get the shots they needed. Hilligoss said that for a particular scene, filmed in a department store, Harvey slipped a saleswoman $25 to let them film in the dressing rooms. The scenes of Mary dodging cars in the busy streets of Salt Lake City are more documentary than fiction, because with no stuntmen or extra vehicles, Hilligoss was simply sent out into the street with fingers crossed. 

Carnival of Souls was a film made by outsiders, industrial and educational filmmakers working far from Hollywood. They made the film on their own time, using a crew of six coworkers. Clifford had never before written a fiction screenplay, and had no need to adhere to Hollywood tradition: “I didn’t have to conform in any way. I knew who the producer and director would be, and that he would be open to whatever I proposed.” Candace Hilligoss was the only trained actor in the cast, having studied under Lee Strasberg, but this was her first, and one of only two, acting credits. The rest of the cast were local Kansas actors, or extras picked up on location. And though Harvey was an experienced filmmaker in his own right, in reality no one quite knew what they were doing with this odd fiction feature. Consequently, every frame of Carnival of Souls is saturated with otherness. 

Fitting, of course, because Mary Henry herself should not be alive: “I don’t belong in this world.” It is not survivor’s guilt (an emotion Mary heartily denies) but rather some sort of cosmic mistake that has allowed a soul already claimed by death to continue walking among the living. Those around her reject her. Her journey is one of destiny, of fate. She’s doomed from the start. 

And so it was for Carnival of Souls. While the film was purchased for distribution, that very distribution company, Herts-Lion International, went out of business in disgrace months later. Carnival of Souls was poorly received, stuck into B-picture slots by programmers and critics who scoffed at the attempts of non-professionals and—heaven forbid— Kansans to make a feature film. One particularly mean-spirited article in Variety related how Harvey was honored by his hometown of Lawrence, Kansas with the headline “Producer gets plaque for daring to produce.” And then later in the article: “One exec pretty well characterized the possibilities when he said we have played lots worse lots of times.” Even critics who viewed the film more favorably dismissed it, another Variety critic naming it a “lightweight ghost story,” and “a creditable can of film, considering it was put together for less than $100,000.”

Of course, how were they to categorize it? The film has elements of a B-picture, but separates itself from the classification because of the vagueness of its plot and alienation of its characters. There is no romance or triumph. Harvey didn’t shoot any nude shots of Hilligoss, even though he knew the eventual distributor would ask for them. There’s not even the exploitation of Shock Corridor or other enduring contemporaries. After selling the film, Harvey went on a work trip to South America. When he returned, he found that the check for his Carnival of Souls earnings had bounced. The distribution company had collapsed and his film was no longer shown. He assumed that was the end of it. 

It wasn’t, of course, and the film would soon rise again like the ghouls in the lake. Technically Harvey retained the television rights of Carnival of Souls, but in a last-ditch effort for some cash, the head of Herts-Lion sold bootlegged copies of the film to dozens of television stations. Carnival of Souls became a staple in late night TV, scaring unsuspecting insomniac audiences. It began to catch fans in its web. “I almost thought I hallucinated it,” horror cartoonist Stephen R. Bissette said of the night he accidentally came across the film. Later, when George Romero and David Lynch cited the film as an inspiration, it gained a cult following. By the ‘90s, it was re-released. Suddenly Harvey and Clifford and Hilligoss were invited to festivals for a film they assumed was as dead as Mary. 

When asked about the renaissance of the film, writer John Clifford said, “All I know is that the movie was created, directed, filmed and edited by people who loved the idea of making a picture—not to exploit anything or fit into any special niche, but just to make the best film they could with the limited resources available to them.” On the same subject, all Hilligoss could say was “better late than never.” The film does feel like it was made by those who know the specific joy of watching a scary movie in a darkened theater, but many films made with similarly good intentions have failed to stick as much as Carnival of Souls. After all, it has been called “the film that wouldn’t die.” Perhaps the answer to its permanence can be found in the same enigma driving the film in the first place: Mary Henry. 

Mary Henry has the appearance of a typical, beautiful young woman. The crisp style of the early ‘60s lends itself to someone as severe as she is, and initially hides her sharp edges to present the image of a woman at whom men like to look. The film draws attention to the male gaze—in that it shows men gazing at her. When Mary practices at the organ factory, or plays the organ at her place of work, the camera lingers on the pastor and other men, who watch her with a rapture that goes beyond professional admiration. Her neighbor spies on her through cracks in the door as she changes and looks her up and down as she comes and goes. When the mysterious Man appears in the house, he looks up at Mary and gives her chilling eye contact. As the audience, we stare at Mary until we’re occasionally thrown into her point of view, and find ourselves under the unsettling gaze of The Man and other ghouls. 

But there’s more to Mary than can be gathered at first look. While outwardly conforming, Mary is anything but, and when she reveals her true self to these leering men they recoil. She speaks bluntly and never holds back her opinion, which constantly throws the men around her off guard. “You’re strong-willed, aren’t you?” asks the doctor. “I survive, if that’s what you mean,” Mary replies. “Why don’t you thaw out?” her creepily concupiscent neighbor asks. “You don’t like for a man to hold you close?” he later asks, perhaps implying sexual “deviancy.” Despite all this, Mary is consistent in manner and determination. She says it straight: “I’m not afraid of men.” Such a declaration is no doubt baffling to the men around her.

While Mary makes it clear that she can navigate her life perfectly well on her own, men push back with their own controlling agendas, seemingly convinced that they can force her to bend to their will and be the woman that they expect her to be. The most obvious example is the lech across the hall who constantly, forcefully tries to get into her room all while playing it off as a joke. Other men are more subtle: The pastor for whom she works feigns care and concern, but when Mary is actually in trouble, he condemns her and throws her out of the church, far more interested in chastising her perceived sins than welcoming her into the fold. A doctor she runs into while distraught takes her to his office, and though admitting he is not a psychiatrist, presses her to talk to him as he gives her unqualified psychoanalytic advice. When Mary first arrives to the house where she’s renting a room, she’s told, “[it’s] big enough so that you could hide a man in every corner.” In a way, that nightmarish sentiment feels true of the entire city. As the men all around her haunt her existence, it matters less to them that Mary is actually dead than that she is a woman who doesn’t need or fear them. 

Men call her “cold” and “soulless,” and this certainly hints at Mary’s limbo-like existence. But there’s no indication that this wasn’t true of her before the accident—nor is it true that death is where she belongs. Death comes to her in the form of “The Man,” played by Herk Harvey himself. He haunts her, appearing in car windows and mirrors and darkened corners. While he doesn’t speak, this ghoulish entity feels as controlling as the supposedly well-wishing men in the world of the living. He, like most of the other men, isn’t aggressive so much as just present, eyeing Mary when she would rather he look away. His alignment with the other, living men is made explicit when he takes their place, revealed to be sitting in the doctor’s chair or taking over the neighbor’s reflection in the mirror. 

Mary is trapped by men more than she is trapped by death. With her matter-of-fact outlook on life, it is not death itself that seems to bother her, but rather the hostility of a male-dominated world. Most poignantly, she is terrified by the fact that no one will listen or trust her experiences. Mary gets most upset in the moments when her existence seems to be slipping, and she seems to have disappeared from the living world, with no one acknowledging her. “Why can no one hear me?” she cries. No one listens. Her distress comes to a head when the creep of a neighbor tries to take advantage of her vulnerability. She decides to adhere to the advice the men have given her all along, and spend some time with the company of other people. Her resulting date is horrendous, but despite all of that she doesn’t want to be left alone in the dark. The lech follows her into her room, kisses her neck—and in the mirror, he appears to be The Man. This experience is an attack on all sides, and breaks the previously unflappable Mary. She panics. Though finally showing the emotion others have wanted from her all along, her date can’t be bothered with her fear. “That’s just what I need! Get mixed up with some girl who’s off her rocker.” Mary barricades herself in her room, just a frantic silhouette in the night. 

The next morning, the doctor comes by. “She completely refuses my help!” he declares. “I can’t say I blame her,” he adds in a moment of self-awareness. Mary leaves for Kansas, her only perceived escape as the men come ever closer. But doing so means driving past the Saltair, her point of no return. The Man pulls her into a dance with the dead, and eventually the ghouls drag her into the lake, an unwilling Ophelia.

The tragedy of Mary’s disappearance is presented as inevitable, and debate of the film usually centers on the how of Mary’s brief interstitial existence. But watching Carnival of Souls, I can’t help but ask what Mary wanted, despite her fate. The answer seems simple: she wants the respect and independence so easily awarded men that is not afforded to her. She wants to live life on her own terms. She wants to be left alone. This refrain is all too familiar, spoken by myself and women I know. It contains so much for Mary: the desire to be independent, to be neither Madonna or whore, to wear the clothes she wants and to keep her own schedule and practice her art and to be free of the constant expectations others have for her. But there’s no room in the world for a woman like Mary. As she says, “I don’t belong in this world.” 

Whether by accident or instinct, Carnival of Souls captures this sense of alienation. And the film itself, fiercely independent, with a singular vision, experienced a similar outcome as its protagonist. It came into existence as mysteriously as Mary disappeared out of it, and was at odds with the expectations of Hollywood, but I can see one clear reason for its longevity as a cult classic: the viewers for whom it resonates are the ones who can really hear Mary Henry, the ones who would themselves feel compelled to stop at the ruins of the Saltair Pavilion, the ones who might not quite belong in this world. Clifford said of writing the film, “I decided early on to give the heroine no real sympathy or understanding from any other character. For the viewer, there is no relief from her dilemma, no catharsis except what viewers create for themselves.” And as an audience of late-night TV watchers, David Lynch fans, and people exploring the far stretches of their library understand, the catharsis comes from seeing the alienation you feel in the world reflected by the alienation Mary experiences on screen.

As I reached the ground where the Saltair once stood, looking at the ghostly remains out on the lake, my camera blinked an alert: storage full. I was confused; I had taken pictures most of the afternoon, though not enough to fill a 32-gigabyte card. Looking through my library, I realized nearly all of my photos had disappeared. Only four vague landscape shots remained. Since then, I’ve attempted multiple times to find the photos on my camera, but have had no success. 

I’ve decided to take the hint. I’ll leave the cursed grounds of the Saltair in peace, and leave Mary Henry alone.