CLOWN is more advanced film than the previous films, and was a professional collaboration between actress-dancer Elizabeth Harris and composer Pauline Oliveros. Chase spent days writing and story boarding the scenes in the decaying amusement park next to Ocean Beach in San Francisco. The park fell victim to developers in the middle 70's, so the film serves as a memento to it's existence. He had been struck by the overexposed film scenes in a few Russian films which he tried to copy without the proper equipment. He was also under the spell of Alain Renais' inter-cutting techniques. He also wanted to experiment with sound and image. The Oliveros score is used sparsely, as the majority of the music comes from the amusement park location.