Victor, a lad of 8 or 9, runs away from his neglectful parents. That night he makes his way to a carnival, where Mick, who runs one of the rides, takes him late at night to the apartment of Triche, his sometime girlfriend who is a prostitute. The boy and the young woman develop a relationship that gives Victor a loving place to call home and gives Triche strength to figure out what she wants to do with her life. There's Mick, who's here for awhile then on the road; there's Robert, the kid downstairs who becomes Victor's friend until things go awry; and, there's Mira, a hardhearted whore to whom Triche owes money. Triche's birthday approaches and it's time for decisions.