It was 1863 in a town called Cactus Jack and Dr. Henry Corbin who was the town's doctor had grown tired of practicing medicine and was really interested in opening his own wax museum. Money was no object so he called on some of the best carpenters in town to begin the process. The wax museum was completed within a year and the only thing missing was the wax figures. Henry sat at his desk in his wax museum almost in tears. He said, to himself, "What am I going to do? I have no wax figures to put in my wax museum. I'll be out of business even before I open the doors."

Henry got up from his desk pacing back and forth trying to figure out how he was going to get some wax figures in his museum fast. Then he realized he had a friend of that had some mannequins in the back of his store and knew he wouldn't mind if he used them in his wax museum.

When Henry brought the mannequins back to his wax museum and had his grand opening it turned out to be a disaster and Henry was out for revenge. That's when the horror begun for the townspeople.