Close up crop of the lil guy on the cover of the blu ray for Ghoulies, with his tiny bald head, sharp gummy teeth, little shirt and suspenders, as he clutches the rim of the toilet he's standing in

Little Demons: Ghoulies II (1987) from MVD Rewind

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“This place is better than Epcot Center!”

I get the feeling that most people are familiar with the fact that movies like Alien and Jaws and Star Wars spawned enough weird imitators that they can effectively form their own subgenres. Probably fewer people know that Gremlins did the same thing, kicking off a raft of also-rans with titles like Critters, Hobgoblins, Munchies, and, yes, Ghoulies.

The first Ghoulies movie was released in 1985, only around six months after Gremlins hit theaters, making it a good candidate for “first of the bunch.” In fact, the word is that the two films were actually in production at the same time, and it was only budget problems on Ghoulies that allowed Gremlins to reach screens first.

Though co-written and directed by Luca Bercovici, Ghoulies is most inextricably associated with the name of John Carl Buechler, who designed the eponymous critters. Buechler would go on to direct the absolutely execrable third installment in the franchise, released in 1991, but let’s not hold that against him.

The first film was essentially a loose adaptation of Lovecraft’s The Case of Charles Dexter Ward, with a deceased warlock manipulating his offspring from beyond the grave. It had a lot more little rubber monsters than Lovecraft’s story, though, not to mention a movie poster that managed to eternally associate its creatures with toilets, of all things. The original Ghoulies is a good time, while the third one is actually punishable under international law, but you don’t really need to have seen either of them to understand and appreciate Ghoulies II.

The full cover of Ghoulies the blu ray. Here you get the full splendor of the little monster chilling in the toilet but there's also the catchphrase "They'll get you in the end!" which is a cute little toilet joke

The sequel, directed by Albert Band, opens with a carnival truck hauling the Satan’s Den haunted attraction. Like its proprietor, a drunk former magician played by frequent TV drunk Royal Dano, the truck and the attraction have seen better days. As the truck overheats, the magician and his nephew stop at an auto shop in the middle of nowhere that, like most auto shops, has a massive, open barrel of bubbling toxic solvent in the very center of the shop floor, for some reason.

What we know but they don’t is that a guy recently stole a bag full of Ghoulies from a Satanic cult dressed in very bright red robes and tried to dispose of it in the toxic solvent, only to get dumped in there himself by a flying Ghoulie that looks less like the bat it’s probably intended to resemble and more like some kind of weird airborne flounder.

The Ghoulies, recognizing their own resemblance to the various demons depicted on the side of the Satan’s Den truck, decide to hitch a ride and the rest is movie magic.

Do you remember those flicks where the greedy businessman wants to shut down the local whatever and everyone gets together to save it by putting on a big production that raises the money they need to keep the thing in business and also give the yuppie his comeuppance? This is basically one of those, except they raise the money by having real demons inside the spook house, and the yuppie gets his comeuppance by having his balls eaten by a monster.

Honestly, the hardest thing to swallow about Ghoulies II is the idea that Satan’s Den is struggling because the kids these days find it boring. There’s a speech at one point about how kids now see the latest in beheadings or whatever on the cinema screens every week. But Satan’s Den is maybe the coolest haunted house that I, as a connoisseur of haunted houses, have ever seen. And given that pretty much the entire film is set either within the confines of the haunt itself or on the midway beyond, that’s a very good thing.

Fundamentally, you never really need another Ghoulies movie besides Ghoulies II. It is a film about gloppy little puppet monsters terrorizing a carnival midway. As I said on Letterboxd shortly after watching Ghoulies II for the first time, this is the true purpose for which the motion picture was invented.

Ghoulies II would effortlessly be the best movie in the franchise – possibly the best movie in the world – if all it ever did was gradually pan through the various rooms of Satan’s Den. There wouldn’t even really need to be Ghoulies in it, though I do love the idea that crowds are really excited about the idea that rats will spit gross slime on them. As the kids who first encounter the Ghoulies are explaining this to a gaggle of onlookers, one guy in the crowd can be heard to exclaim, “I love that stuff.”

The MVD blu ray cover for Ghoulies two. There are two little guys hanging out in the toilet, one popping out of the bowl and the other peeking out from the tank. This time the catchphrase is "They'll get yours in the end" which is still some high quality toilet humor.

I appreciate that we’ve got a guy here who not only loves it when rats spit slime on him, but has encountered this situation often enough that he can categorize his affection as love for “that stuff.”

Not content simply to be a film about mean-spirited, gloppy little monsters set almost entirely in a carnival (and mostly in a spook house), Ghoulies II feels the need, in its final reel, to one-up all that has come before by also introducing a giant Ghoulie – not quite a kaiju, but bigger than a person – that pulls itself up out of the ground and eats the other Ghoulies, before being blown up in a bit of pyrotechnics.

As I said, all other movies can clearly go home after this. Not sure why we kept making ‘em, to be honest.

Yet we did. In fact, we made two more Ghoulies pictures, though you will be better off if you never see them. The immediate follow-up to this has the Ghoulies summoned to a college campus by Kevin McCarthy of Invasion of the Body Snatchers fame. I have been very hard on Ghoulies III so far in this review, and that’s because it deserves it. The most egregious crime committed by Ghoulies III is that it makes the Ghoulies talk, spouting sub-Bart Simpson one-liners like rejects from Rollergator.

Unlike the first two films, Ghoulies III and IV went straight to video, and were produced without any involvement from Charles Band. He had sold the rights to Vestron Video in an effort to save Empire Pictures from bankruptcy – otherwise, we might have gotten a million Full Moon Ghoulies movies in the years that followed.

They would never have topped Ghoulies II, though, so maybe this is for the best.

For this review, I watched Ghoulies II on Blu-ray, where it has recently been released as part of the MVD Rewind collection. It’s an obviously low-budget movie, but it’s an ambitious one, in its way, filled with lots of Ghoulie action and plenty of long, loving shots of the carnival and funhouse where it is set. Who could ask for more?


Orrin Grey is a writer, editor, game designer, and amateur film scholar who loves to write about monsters, movies, and monster movies. He’s the author of several spooky books, including How to See Ghosts & Other Figments. You can find him online at

Horror, Review