Elvis Presley stars as one of a pair of broke, smalltime pilots who go to the Seattle World's Fair to try to win some money, but find romance instead. When the local sheriff impounds their crop duster plane to pay gambling debts, pilots Mike Edwards (Presley) and Danny Burke (Gary Lockwood) travel to the World's Fair with a plan to make the money they need at the poker tables. But Mike meets a lost little girl, whom he takes on a tour of the fair, and a beautiful nurse, whom he would like to pursue ... but first he must find the little girl's parents in this romantic musical comedy.