Never thought I'd enjoy this film as much as I did. It has actors I like, and Jodie Foster has never been sexier. She turns in such a cute performance, and Robbie Robertson, gave such a strong and interesting performance. This film takes us behind the curtains, of what the supposed carnival life is like, and it's not pretty. Infact, it's quite frightening at times. Busey, a crazy actor, just does us crazy again, as a professional cursing, dunking machine, avoiding many mash bashings. Craig Wasson in a small role as Foster's boyfriend in the starting, is such fun to watch. And guess who Foster ends up with. Again, it was Robertson I really like here. The fat boy singing scene was probably my favorite, and great character actor, the late great Bill Deliverance "scream like a pig boy" McKinney brung great sleaze, as a debt collector, while Kenneth McMillan, was really good as the circus manager. This film really gave me an eyeful for what the carny life is like, and it's a life, not many of us would prefer. An indulgent viewing, especially seeing foster in hot eye catching lingerie. Overlooked must see view of a film.