In a lively Texas carnival, Debbie Telford [Esther Williams] and her sharp-witted partner Cornie Quinell [Red Skelton] operate a dunk tank, using their setup to help an honest man, Dan Sabinas [Keenan Wynn], a wealthy rancher who’s being taken advantage of at another carny booth. When a grateful Dan climbs into a taxi, Cornie promises to get his car back and keep things aboveboard.
But the night veers off course when Dan, clearly feeling generous but tipsy, has the cab diverting toward Mexico. As Debbie and Cornie drive toward Dan’s hotel, the pair are suddenly mistaken for Dan and his wealthy sister Marilla Sabinas [Paula Raymond], a case of mistaken identity that sets off a playful cascade of consequences. The impostors’ arrival forces Cornie to confront a taste of luxury he hadn’t anticipated, while Debbie finds herself entangled with Sunshine Jackson’s charming world—Sunshine being played by Sunshine Jackson’s romantic interest, Ann Miller. Sunshine’s father is the town’s sheriff, a detail that adds to the comic tension and social scramble.
Meanwhile, Dan’s trusted foreman Slim Shelby [Howard Keel] sweeps in as a suave suitor for Debbie, and the pair navigate the muddled dynamics of the carnival’s social pecking order. At the same time, the real Marilla Sabinas looms as a source of pressure, with Marilla’s suspicions threatening to expose the impostors. The carnival’s games take on extra stakes when Cornie discovers that the jellybeans being used as chips in a high-stakes poker game are worth real money, leaving him with a $17,000 debt that can only be cleared by winning a Texas chuck wagon race.
As the plot thickens, the town’s characters spin in and out of sight: Dan returns but cannot recall who Cornie really is, adding a layer of confusion to the rambling comedy. An attempt to rekindle Dan’s intoxication backfires on Cornie, who ends up tipsy behind the wheel of the chuck wagon himself, adding another chaotic twist to the race. Throughout the farce, supporting figures weave in and out—from Hotel Clerk [Hans Conried] to Tex Hodgkins [Glenn Strange], and from Concessionaire #1 [Dick Wessel] and Concessionaire #2 [Donald MacBride] to Mrs. Gaytes [Marjorie Wood]—each contributing to the humorous texture of life at the fair.
In the end, the tangled ruse resolves with a blend of luck and clarified affections: Debbie and Cornie’s roles as impostors fade away, and the story pivots toward the pair finding genuine love. Debbie discovers a budding romance with Slim Shelby, while Cornie’s fortunes align with Sunshine Jackson in a sweeter, more honest pairing. The curtain falls on a warm, comic note where misunderstandings are left behind, and the characters find their rightful—or newly chosen—loves in a city of bright lights, bright bets, and bright chances.