It's a fantastic underrated and very dark animated fantasy epic from Filmation (the guys who did "He-Man", "She-Ra", "Fat Albert", "Bravestarr", and "Starchaser: Legend of Orin") about a creepy carnival that comes to town, Pinocchio just celebrated his first birthday as a human must deliever a jewel box to the mayor. He makes a moron of himself when he meets a raccoon con artist and his monkey assistant as he trades the box for a fake ruby, it makes his dad so mad that he decides to run away and join the carnival. He falls for a lovely girl puppet and the evil puppeteer Puppetino tricks him as he magically changes him back into a puppet, the good fairy does rescue him and does escape from the carnival as he must find the two scumbags that swindled him earlier and goes after the traveling carnival to get the box back only to end up in the hellish nightmarish realm of the empire of the night conducted by the evil Emperor.
Nicely animated and well made flick with the voices of James Earl Jones, Ed Asner, Jonathan Harris, Scott Grimes, Rickie Lee Jones, Don Knotts and Tom Bosley. It's one of my favorite movies ever, i remembered seeing this at the movies when i was 5 after Christmas in 1987 when i lived in St. Louis and it scared the hell out of me especially that absolutely horrifying moment where Pinocchio changes back into a puppet by Puppetino as he tortures him which would still scare kids today. I just recently transfered my tape to DVD-R, it's kind of a cross between the story of "Pinocchio" mixed with "Rock & Rule", "Phantasm", "Tourist Trap" and "The Black Cauldron" and i recommend this one.