This time, Andre Toulon's doll assassins take up residence at a traveling doll circus run by Dr. Magrew who has been trying to create a living doll of his own. When Magrew and his daughter meet Robert who has a gift for wood carving, the good Doc asks that he use his gifts to sculpt a puppet. But as Robert gets deeper into the family's weird world, Magrew's darker and more monstrous plans arise.