Mark has a problem. His entire life, he's been dressing up and putting on make-up to become Happy The Clown. Traveling from town to town, Mark's only dream was to make people happy, but when the owner of the traveling carnival approached him to make some extra cash, Mark jumped at the chance. One job turned into another and before he new it, he was in deep with organized crime. As his jobs increased, so did his girlfriend's suspicions. Sarah fell in love with a man who made balloon animals and did magic tricks for kids. Not an errand boy for the mafia. She gives Mark and ultimatum; choose her or the mob. Mark decides that suicide is his only way out. But a sudden turn of events places himself, Sarah and two mobsters in the cramped confines of his make shift mobile home/dressing room. Now, he must think fast before things turn deadly.