At age 16, director Browning had left his affluent family to join a traveling circus; he drew on his personal experiences for Freaks. Because of his success as the director of Dracula, he was given a considerable leeway for a major studio's first horror film: this and the fact he was working in Pre-Code Hollywood enabled a unique production. In the film, the physically deformed "freaks" are inherently trusting and honorable people, while the real monsters are two of the "normal" members of the circus who conspire to murder one of the performers to obtain his large inheritance.
The film opens with a sideshow barker drawing customers to visit the sideshow. A woman looks into a box to view a hidden occupant and screams. The barker explains that the horror in the box was once a beautiful and talented trapeze artist. The central story is of this conniving trapeze artist Cleopatra, who seduces and marries sideshow midget Hans after learning of his large inheritance. Cleopatra conspires with circus strongman Hercules to kill Hans and inherit his wealth. At their wedding reception, Cleopatra begins poisoning Hans' wine. Oblivious, the other "freaks" announce that they accept Cleopatra in spite of her being a "normal" outsider: they hold an initiation ceremony in which they pass a massive goblet of wine around the table while chanting, "We accept her, we accept her. One of us, one of us. Gooba-gobble, gooba-gobble". The ceremony frightens the drunken Cleopatra, who accidentally reveals that she has been having an affair with Hercules. She mocks the freaks, tosses the wine in their faces and drives them away. The humiliated Hans realizes that he has been played for a fool and rejects Cleopatra's attempts to apologize, but then he falls ill from the poison.
While bedridden, Hans pretends to apologize to Cleopatra and also pretends to take the poisoned medicine that she is giving him, but he secretly plots with the other freaks to strike back at Cleopatra and Hercules. In the film's climax, the freaks attack the evil pair during a storm, wielding guns, knives, and other sharp-edged weapons. Hercules has not seen again (the film's original ending had the freaks castrating him: the audience sees him later singing in falsetto). As for Cleopatra, she has become a grotesque, squawking "human duck". The flesh of her hands has been melted and deformed to look like duck feet, her legs have been cut off and what is left of her torso has been permanently tarred and feathered. She is the opening scene's cause for alarm.
In a final scene MGM inserted later for a happier ending, Hans is living a millionaire's life in a mansion. Venus and her clown boyfriend Phroso visit, bringing Frieda, to whom Hans had been engaged before meeting Cleopatra. Hans refuses to see them, but they force their way past his servant. Frieda assures Hans that she knows he tried to stop the others from exacting revenge. Phroso and Venus leave as Frieda comforts Hans when he starts to cry.
Interspersed between segments of the main narrative is a variety of "slice of life" segments detailing the lives of the sideshow performers.The Bearded Lady, who loves the Human Skeleton, gives birth to their daughter. The news is spread among the freak friends by the Stork Woman.
Violet, a conjoined twin whose sister Daisy is married to one of the circus clowns, becomes engaged to the circus's owner. The sisters appear able to experience each other's physical sensations: Daisy appears to react with romantic arousal when Violet's fiancé kisses her, and a closed-eyed Violet knows when Daisy's shoulder has been touched. The sisters were played by the real-life conjoined twins Daisy and Violet Hilton. Violet often clashes with the circus clown throughout the film, but they set aside their dislike for each other when one of the circus member's life is in danger.
In the middle of a conversation, the Human Torso lights his own cigarette, using only his mouth. In the original scene, he also rolls the cigarette.
Frances O'Connor, the armless wonder, demonstrates how she performs everyday activities using feet instead of arms.
MGM had purchased the rights to Robbins' short story "Spurs" in the 1920s at Browning's urging. In June 1931, MGM production supervisor Irving Thalberg offered Browning the opportunity to direct Arsène Lupin with John Barrymore. Browning declined, preferring to develop Freaks, a project he had started as early as 1927. Screenwriters Willis Goldbeck and Elliott Clawson were assigned to the project at Browning's request. Leon Gordon, Edgar Allan Woolf, Al Boasberg and an uncredited Charles MacArthur would also contribute to the script. The script was shaped over five months. Little of the original story was retained beyond the marriage between a midget and an average-sized woman and their wedding feast. Victor McLaglen was considered for the role of Hercules, while Myrna Loy was initially slated to star as Cleopatra, with Jean Harlow as Venus. Ultimately, Thalberg decided not to cast any major stars in the picture.
Among the characters featured as "freaks" were Peter Robinson ("The Human Skeleton"); Olga Roderick ("The Bearded Lady"); Frances O'Connor and Martha Morris ("armless wonders"); and the conjoined twins Daisy and Violet Hilton. Among the microcephalics who appear in the film (and are referred to as "pinheads") were Zip and Pip (Elvira and Jenny Lee Snow) and Schlitzie, a male named Simon Metz who wore a dress mainly due to incontinence, a disputed claim. Also featured were the intersex Josephine Joseph, with her left-right divided gender; Johnny Eck, the legless man; the completely limbless Prince Randian (also known as The Human Torso and miscredited as "Rardion"); Elizabeth Green the Stork Woman; and Koo-Koo the Bird Girl, who had Virchow-Seckel syndrome or bird-headed dwarfism and is most remembered for the scene wherein she dances on the table.
Freaks began principal photography in October 1931 and was completed in December. Following disastrous test screenings in January 1932 (one woman threatened to sue MGM, claiming the film had caused her to suffer a miscarriage), the studio cut the picture down from its original 90-minute running time to just over an hour. Much of the sequence of the freaks attacking Cleopatra as she lies under a tree was removed, as well as a gruesome sequence showing Hercules being castrated, a number of comedy sequences, and most of the film's original epilogue. A new prologue featuring a carnival barker was added, as was the new epilogue featuring the reconciliation of the tiny lovers. This shortened version — now only 64 minutes long — had its premiere at the Fox Criterion in Los Angeles on February 20, 1932.
Despite the extensive cuts, the film was still negatively received by audiences, recording a loss of $164,000, and remained an object of extreme controversy. Today, the scenes that were removed are considered lost. Browning, famed at the time for his collaborations with Lon Chaney and for directing Bela Lugosi in Dracula (1931), had trouble finding work afterward and this effectively brought his career to an early close. "Freaks" became the only M-G-M film ever to be pulled from release before completing its domestic engagements. Because the film was thought to be overly exploitative, it was banned in the United Kingdom for 30 years.
A number of contemporary reviews were not only highly critical of the film, but expressed outrage and revulsion. Harrison's Reports wrote that "Any one who considers this entertainment should be placed in the pathological ward in some hospital." In The Kansas City Star, John C. Moffitt wrote, "There is no excuse for this picture. It took a weak mind to produce it and it takes a strong stomach to look at it." The Hollywood Reporter called it an "outrageous onslaught upon the feelings, the senses, the brains and the stomachs of an audience."
Variety also published a negative review, writing that the film was "sumptuously produced, admirably directed, and no cost was spared, but Metro heads failed to realize that even with a different sort of offering the story is still important. Here the story is not sufficiently strong to get and hold the interest, partly because interest cannot easily be gained for too fantastic a romance." The review went on to state that the story "does not thrill and at the same time does not please, since it is impossible for the normal man or woman to sympathize with the aspiring midget. And only in such a case will the story appeal."
Not all reviews were as harsh. The New York Times called it "excellent at times and horrible, in the strict meaning of the word, at others" as well as "a picture not to be easily forgotten." The New York Herald Tribune wrote that it was "obviously an unhealthy and generally disagreeable work," but that "in some strange way, the picture is not only exciting, but even occasionally touching."
John Mosher of The New Yorker wrote a positive review, calling it "a little gem" that "stands in a class by itself, and probably won't be forgotten in a hurry by those who see it." He found its "perfectly plausible story" a key to the effectiveness of its horror, writing that "It's a chilling notion to imagine these weird beings, with their own lives and vanities and passions, all allied in a bitter enmity against us." Addressing the controversial subject matter, Mosher stated: "if the poor things themselves can be displayed in the basement of Madison Square Garden, pictures of them might as well be shown in the Rialto. They may hereafter even be regarded in the flesh with a new dread bordering on respect."
In 1947 MGM sold the rights to the film to Dwain Esper for $50,000. Beginning in the early 1960s, Freaks was rediscovered as a counterculture cult film and throughout the 1970s and 1980s, the film was regularly shown at midnight movie screenings at several theaters in the United States. In 1994, Freaks was selected for preservation in the United States National Film Registry, which preserves "culturally, historically, or aesthetically significant" films. It was ranked 15th on Bravo TV's list of the 100 Scariest Movie Moments.
On film review aggregator website Rotten Tomatoes, Freaks holds a 93% "fresh" rating based on 45 reviews; the general consensus states: "Time has been kind to this horror legend: Freaks manages to frighten, shock, and even touch viewers in ways that contemporary viewers missed."
The film, especially the famous chant, "We accept her, one of us," was referenced in many places, including:The Ramones' song "Pinhead" was inspired by a screening of the film by the band.
The film was parodied in the season premiere of the 25th season of The Simpsons, "Treehouse of Horror XXIV," and earlier referenced in season 1 episode "There's No Disgrace Like Home."
South Park episode "Butters' Very Own Episode" spoofed the film.
The chant, along with a corresponding clip from Freaks, is used in The Dreamers directed by Bernardo Bertolucci.
Characters in Martin Scorsese's The Wolf of Wall Street also reference the famous "One of us" chant from the film.
The WWE wrestling stable The Oddities' entrance video, set to the Insane Clown Posse's song "Oddities", featured clips from the film.
The film is referenced in the Zippy the Pinhead comic