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Animator Max Fleischer draws a series of faces, one of which ends up being Ko-Ko the Clown. Ko-Ko himself realizes that there's something not quite right about the way Max drew him, and he proceeds to fix himself. Next, the two negotiate into which scenario Max will draw him. Max wants to send Ko-Ko to Mars in a rocket ship, while Ko-Ko will have none of that. Ko-Ko tries to stop him, but Max, with the pen, has the final say. But Ko-Ko's trip to Mars isn't totally the way Max envisions because of what Ko-Ko did to try and get away. Max once again tries to take control using the ultimate weapon of his pen and its ink.
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