n a side-show circus, where the greatest attractions are deformed people, the gorgeous trapeze artist Cleopatra (Olga Baclanova) is the lover of the strong Hercules (Henry Victor). She plays as if she liked the German midget Hans (Harry Earles), who is in love with her, to borrow his money and get expensive gifts he gives to her.
When the jealous German midget Frieda (Daisy Earles), who loves Hans, asks Cleopatra to spare Hans from a great deception, she accidentally discloses that he is an heir of a great fortune. Cleo decides to get married with Hans to poison him and get his inheritance. In the wedding feast, Cleopatra openly flirts with Hercules and mocks the side-show performers.
When a very ill Hans is saved by a doctor that tells that he has been cruelly poisoned, the other freaks snoops in Hans trailer and they find what Cleopatra is doing with him. In a stormy night, all the freaks join forces and transform Cleopatra in the Feathered Hen.
Wallace Ford ... Phroso
Leila Hyams ... Venus
Olga Baclanova ... Cleopatra
Roscoe Ates ... Roscoe (as Rosco Ates)
Henry Victor ... Hercules
Harry Earles ... Hans
Daisy Earles ... Frieda
Rose Dione ... Madame Tetrallini