After the acrimonious break-up of the Borman and Whirling Circus, Henry Jasper "Hank" Whirling seeks a bank loan to continue with his own company. Bank head Jonathan Nelson grants the loan with the provision that meticulous accountant Randy Sherman and shrewd publicist Helen Harrison accompany the Whirling Circus on tour to protect and maximize the bank's investment. At the circus' winter quarters in California, Hank quickly frustrates Randy and Helen's efforts by hiring new acts without consulting them and sending out his own press releases. Hank's sister Jeannie begins working as Randy's secretary and reveals that her brother has arranged a press party for the circus' opening show. Dismayed by the information, Helen hastily invites several press contacts to the party while Randy fumes about the lavish, expensive preparations. On opening night, the circus' key performers, the Flying Colinos, a trapeze act featuring Hank's long-time friend Zach Colino, his wife "Mama" and young flyer Tommy Gordon, warm up the audience. Leaving the main tent, Randy comes upon a lion wandering about freely and rushes to tell Hank. The lion enters the big top, terrifying the audience until Hank maneuvers it under the trapeze net which Zach then drops onto the beast. When a cynical reporter asks if Hank staged the event, Helen intervenes to insist the situation was not prearranged and demands the journalists not report it. Afterward, Hank thanks Helen, who accuses him of indeed staging the incident until a circus guard informs Hank that a former animal trainer for the Bormans was responsible. The Whirling Circus tour begins and after several successful shows, Randy informs an outraged Hank that he has cut costs by firing forty men whose work of putting up the show tent can be handled by a new machine and one or two men. Later that evening, sparks from the new machine set fire to several bales of hay near the animal cages. When the fire spreads faster than the animals can be led to safety, Hank drives a jeep into the burning bales to push them away. Unharmed, Hank angrily tells Randy that he is terminating his association with the bank. When one of the children from town tells the circus owner of seeing a stranger tampering with the machine with a hacksaw, however, Hank examines the machines. Upon discovering that it was sabotaged, he suggests that the Bormans have planted a saboteur within the circus. On the train that evening, Jeannie mediates between Hank and Randy and the men apologize to each other for their continual business misunderstandings. Their truce is short-lived, however, when Randy suggests several cost-cutting measures, prompting Hank to storm away. The Whirling Circus tour is brought to an abrupt halt when torrential rains flood several states along their route. While Hank frets over the success of the Borman Circus on the East Coast, Randy receives a telegram from the bank notifying him of their intention to foreclose on Hank for failing to pay the latest loan installment and that they are considering an offer by the Bormans to buy Whirling Circus. When Randy tells Hank that he is unsure if he can arrange the loan extension, Hank leaves for New York without explanation, placing the perplexed Randy in charge of the circus. Resuming their tour, the circus reopens and Randy is stunned to learn from Zach that all the acts had invested in the circus to revive it after the break with the Bormans. When Randy finds Skeeter, the lead clown, too drunk to perform, he warily takes his place, winning the approval of the other performers. Jeannie confides in Randy her plan for a stable life away from the circus after she has realized her dream of performing on the trapeze. She admits training secretly with the Colinos, as Hank has forbidden her to perform since their mother died in a trapeze accident. Hank then returns to reveal he has canceled the remainder of the tour except for Buffalo, and arranged a special appearance in New York to precede the Borman Circus. When Hank asks Helen to arrange a publicity stunt for their New York appearance, she flippantly suggests that Zach wire walk across Niagara Falls. Zach takes the idea seriously and Helen is horrified when Mama heartily approves. Jules Borman, head of the Borman Circus and the man who has been behind the previous acts of sabotage, learns of the stunt from his spy at Whirling and orders another interference. A few nights later as the Whirling trains travel east, the first train suddenly derails, injuring several performers and killing Mama. Devastated by Mama's death, Zach loses his nerve and in Buffalo falls from the wire into the net, then pleads with Hank to call off the Niagara Falls stunt. Hank responds by insulting his old friend, who becomes so angry that he agrees to do the wire walk, vowing to kill Hank afterward. Helen criticizes Hank's callousness, but Hank tells her if Zach gives up his profession he is as good as dead. The next day, Zach makes the dangerous walk across the Falls successfully. The enormous success of the stunt is overshadowed, however, by news of a transit strike in New York and Randy's discovery that the foreclosure papers are being delivered that night. Meanwhile, Hank visits long-time friend, entertainer Steve Allen and arranges to have news of the circus' New York show broadcast on Allen's weekly television program. When the bank's agent, Mr. Lomax, arrives that evening, Hank disguises himself as a band member to avoid being served and later, Randy and Skeeter lock Lomax in an empty cage. Unknown to everyone, Jeannie plans to debut with the Flying Colinos. Just as the act goes on, the police report to Hank that fingerprints from the wrecked train reveal the wheels were sabotaged by Tommy, who spent several years in an insane asylum before joining the circus. Horrified, Hank reaches the big tent just as Tommy purposely fails to catch Jeannie, who manages to grasp one of the thin tent ropes to prevent her from falling. Zach rescues Jeannie, then turns on Tommy after Hank reveals he is the saboteur. Terrified, Tommy races to the top of the tent only to fall to his death. After Nelson arrives to congratulate Hank on paying off the loan with the money from the broadcasting deal, Zach and Hank are reconciled. Jeannie then announces she is romantically involved with Randy and Helen declares she intends to remain with the circus, thus winning Hank's sincere approval.

Victor Mature ...  Henry Jasper 'Hank' Whirling
Red Buttons ...  Randy Sherman
Rhonda Fleming ...  Helen Harrison
Kathryn Grant ...  Jeannie Whirling
Vincent Price ...  Hans Hagenfeld
Gilbert Roland ...  Zach Colino
Peter Lorre ...  Skeeter
David Nelson ...  Tommy Gordon
Adele Mara ...  Maria 'Mama' Colino
Howard McNear ...  Mr. Lomax
Charles Watts ...  Jonathan Nelson
Steve Allen ...  Cameo appearance

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