hopes of a job ("A Very Nice Man"). But instead, Gobert, the souvenir salesman, tries to sexually assault her. Marco the Magnificent, a handsome magician, enters as Lili escapes from Gobert, and performs a magic trick, which enchants Lili so much that she falls in love with him. In another part of the carnival Paul Berthalet, a lonely and bitter puppeteer who has become crippled because of a war injury, is preparing his new act, which is lifeless and uninteresting. The carnival manager B. F. Schlegel, fires him. Jacquot, who is his assistant puppeteer, tells Paul he can smooth things over; but Paul, unhappy with his new life as a cripple, declares his need to find a meaning for his life ("I've Got to Find a Reason"). Lili happens by at that moment, and Paul dismisses her. Lili tells Paul and a charmed Jacquot that she cannot leave because she has come from a long way from "Mira" and longs to live a grand life. At that moment, Marco returns from the parade and a jealous Paul tells him to leave her alone because "she's not like the others." Marco invites her to his trailer and charms her ("A Sword and a Rose and a Cape"). His longtime mistress & assistant Rosalie learns that Marco has a female friend over and worries that Marco is trying to have an affair behind her back ("Humming"). Marco offers Lili a job in his magic show and an excited Lili takes the role ("Yes, My Heart"). Meanwhile, Jacquot convinces Paul to stay with the carnival because no matter where he goes, he will never be the famous dancer that he once was again. Paul ponders on how miserable he has been since becoming crippled, comparing himself to the smiling puppets ("Everyone Likes You"). At the magic show, unable to keep her enthusiasm under control, Lili ruins one of Marco's magic tricks during his show and gets herself fired ("Magic, Magic"). Despite the mishap, the rest of the carnival goes on without a hitch ("Tanz Mit Mir"/"Carnival Ballet"). Humiliated, she starts to attempt a suicidal jump from the acrobat's ladder, but is stopped by a small redheaded puppet named Carrot Top. Lili meets the three other puppets: Horrible Henry, Marguerite, and Reynardo the Fox. After singing a song to comfort Horrible Henry ("Love Makes the World Go 'Round"), Lili is invited to join the