Colleen Grey has one of the sexiest entrances I can remember in Hollywood history, in her strapless, backless trapeze outfit - she starts as a strong character, being proud of the way Power manages to scam people, falling for him and having sex, taking part in his nightclub act - but then as it goes on she turns into the ever-loving' thing who stands by her man and her performance becomes too close to the one she gave in Kiss of Death.
Superb support work from Joan Blondell as a seen-it-all carnie who nonetheless has a code of honour, and Helen Walker as the shrink (perhaps "coded" as a lesbian - she wears mannish clothes in one scene and Power and her don't have a romantic relationship), Mike Mazurki as a carny operator and Ian Keith as a drunk. Beautifully photographer.
While the ending is conventional and there are Hollywood elements (e.g. the ending) it's not hard to see why this has a cult. Some of this is remarkable: Power's character criticises religion straight out (basically calling it a con) in a way remarkable for a Hollywood film; Grey and Power have pre-marital sex; the shrink isn't punished for what she does; Power winds up biting the heads off chickens. Great stuff.
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