A shabby traveling troupe of variety performers tour Italy, eking out an a meager existence. When an ambitious young girl (Carla Del Poggio) pushes her way into the troupe, she bewitches the beleaguered Lothario and head of the company (Peppino Del Filippo) who eventually abandons his long time love (Giulietta Masina) to further the career of the girl. Although co-directed by Alberto Lattuada, this is clearly Federico Fellini's film. Imagery, style and content are there that he would return to again and again. There's a fascination as well as an affection by Fellini for these ragtag performers, who love show business so much that they're perfectly content with the second rate theaters, rude audiences and performing with only the promise of money. There's a marvelous sequence where the troupe, who are hungry and have been doing without, are invited to a villa for dinner. We see them in the kitchen in their fine clothes as they prepare the banquet and the banquet itself as the only sound is the gobbling of their mouths as Fellini pans the camera as we watch them relishing their meal. Later, in the cold dawn, we see them leaving the villa walking down the road in imagery that would resurface memorably in the LA DOLCE VITA finale. Charming and memorable.