A rough and sincere little B-picture that contains some gripping performances and captures the pathos of carnival life. Busey isn't too crazy here, although you can see why he might've cracked so hard, and Robertson plays the straight man to his clown. Foster is the real treasure though, showing real charisma and a budding sexual power that is never exploited, but explored in an interesting (if not groundbreaking or unusual) way.
This is also one of the better color discs I've seen from the Warner Archive, with a decent digital transfer and no distractingly fuzzing reds. Carny would make a fine double feature with either Todd Browning's classic Freaks (1932) or the little-seen Splinterheads (2009).