Good old-fashioned hometown pride is on exhibit in lavish Technicolor in this remake of the 1933 film, the only Rodgers and Hammerstein musical written directly for the silver screen. When the Frake family travels to the fair, Ma and Pa (Charles Winninger and Fay Bainter) enter contests while daughter Margy (Jeanne Crain) and son Wayne (Dick Haymes) both fall in love for the first time. STATE FAIR is attractively photographed and energized by the vibrant performances of the talented lead actors and actresses, but the high point of the film is the colorful hoopla and hullabaloo of the fair itself, a bustling nexus of strange, wonderful, and hilarious characters brought to life by the fine supporting cast. Songs from the Academy Award-nominated score include "It's a Grand Night for Singing," ``That's For Me,'' and the Oscar-winning "It Might As Well Be Spring."