Mary Rainey (Joan Peers) inherits the slumping Rainey Circus from her late father and faces an uphill battle to keep the show on the road. She's aided endlessly by the circus's manager, "Smiley" Johnson (Joe Cook), a vaudevillian talker whose verbiage is matched only by his endless enthusiasm. When workers conspire to take over the circus themselves and stage a strike, Smiley puts on a one-man circus hoping to make enough cash so that Mary won't go broke.
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