**_A small traveling carnival in the Carolinas with a remarkable chimp_** This was shot in the summer of 1980, but not released until three years later. So, while it’s listed as a 1983 film, there’s a lot of late 70s’ residue. Regina Carrol as Kate is one of the main highlights. She was 37 during shooting in the summer of 1980, but still very beautiful (physically and inwardly), even stunning. There's a good scene that specifically explains why she was a little long in the tooth as the magician's assistant. She happened to be director Al Adamson's wife from 1972-1992 when she died of cancer at the too-young age of 49. Al passed away three years later. There are other points of interest, like Don Stewart (known for his ten-year stint in Guiding Light) as the brooding-yet-principled magician with mesmerizing powers learned in Nepal, as well as the setting of the traveling carnival itself. I realize it's a 'B' production with some third-rate acting (e.g. Stoney), but the flick works mostly because it fleshes out the characters and you care about them and their story. Anyone who appreciates low-budget movies involving circuses, like "When the Circus Came to Town," "Roustabout," "Circus of Horrors" or "Circus of Fear," aka "Psycho-Circus," should find something to like. It runs 1 hour, 25 minutes, and was shot in Shelby, North Carolina, which is almost an hour’s drive west of Charlotte; as well as Gaffney, which is a half-hour drive south of there, across the border in South Carolina. GRADE: B