

Tired of being a small-town waitress, Donna departs with the latest carnival show, living with entertainers Frankie and Patch in a tense, emotional triangle.
Acting
Busey unhinged, Foster quietly devastating—before her superstardom.
Production
Authentic carnival locations shot with documentary grime.
Costume
Busey's loincloth Frankie costume: unforgettably unflattering.
Director
Robert Kaylor
Trivia, insights & behind the scenes
Director Robert Kaylor spent months embedded with real carnivals; Robbie Robertson (The Band) produced and co-wrote, bringing authentic traveling musician perspective.
This bombed in 1980 but became a cult VHS staple—arguably the template for every 'gritty Americana' indie that followed, from Gummo to American Honey.