The Frake family heads off for the Iowa State Fair - each with their own hopes for the trip. Mother Melissa (Fay Bainter) hopes her mincemeat will beat a rival's. Father Abel (Charles Winninger) is bringing his prize boar, Blue Boy, to show. Their son Wayne (Dick Haymes) has a lesson to teach to one of the game barkers, and is upset when his girl can't go to the fair this year. And Margie (Jeanne Crain) just wants something to pull her out of her melancholy mood, as portrayed in the song, "It Might as Well Be Spring".
Each member of the family has their own adventures in store during their days at the fair, returning to the family camper each evening with their own thoughts and secrets. Margie spends her days and evenings with newspaper writer Pat (Dana Andrews)... will he be the change she's looking for? Wayne woos singer Emily (Vivian Blaine); how will that affect his relationship with the girl back home?