Running a carnival is a high wire act. Every step of the way is an invitation to disaster. No one expects a day without a crisis. A hard business, it wears you down. Yet there's always money to be made: a sucker is born every minute. And they all seem to want to check out the bizarre thrills of the carnival scene.

Carny, written by Thomas Baum and directed by Robert Kaylor shows his subculture interacting with townsfolk, politicians, and mobsters. The characters come from the land of the lonely — some may have escaped for a while but they all return to it eventually.

Frankie (Gary Busey in his first major role since The Buddy Holly Story) is the carnival "Bozo." He sits in a cage and insults the passer by until his taunts make them want to hit the target with a baseball and dump him in a pool of water. His clown face belies the rage he lets loose in his act.

Frankie's best friend is Path (Robbie Robertson, formerly lead guitarist of The Band), a brooding troubleshooter for the carnival. Their relationship is threatened by Donna (Jodie Foster), a teenager who sees the carnival as an escape route from her boring life in a small town. As Donna is initiated into the troupe — first as a kooch dancer in the strip club and then as hustler in the string game — we are introduced to the sleazy and devious ideas of the midway.

Carny is a tightly structured, atmospherically rich little movie. Alex North's excellent music capitalizes on the exotic elements in the storyline. Busey is rambunctious as Frankie; Foster brings vitality to the role of Donna; and Robertson exudes a seething cynicism as Patch. Their tough, funny, and sad adventures on the road are rendered with a good mix of mystery and pathos.