
In 1904, Doc Tilbee, medicine show huckster and champion tall-tale teller, gives a ride to a young boy escaped from an orphanage, where bad conditions (the result of political graft) are being investigated by new appointee Zerelda Wing, who doesn't know that her fiancée is one of the politicians responsible. Tad wants to stay with his new friend Doc, who is attracted to Zerelda, to the discomfiture of his old flame Clara...all amid nostalgic musical numbers.
Cast

Dan Dailey
Doc Tilbee

Diana Lynn
Zerelda Wing

Scatman Crothers
Enoch Jones
Chet Allen
Tad Bayliss

Hugh O'Brian
Chilton Corr

Carole Mathews
Clara Brink

Rhys Williams
Pete McCoy

Thomas E. Jackson
Billy Gray

Russell Simpson
Sheriff Evans

George Chandler
Deputy Leach

Virginia Brissac
Mrs. Spooner

John Maxwell
Mr. Spooner

Doris Packer
Mrs. Swaile

Edna Holland
Miss Burghey
George Spaulding
Governor
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