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State Fair [Rodgers and Hammerstein musical]

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Rogers and Hammerstein's Stage Fair, starring Jeanne Crain, Dana Andrews, Dick Haymes, Vivian Blaine
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State Fair (1945) starring Jeanne Craig, Dana Andrews

Every member of the Frake family is after a prize at the annual State Fair. Will son & daughter find true love? Will the pig & mincemeat win?


  • Carnival barker Harry Morgan trying to run an “honest game” on the midway. Only to be beaten hands-down by Dick Haymes. And Vivian Blaine.
  • Mother Frake (Fay Bainter) deciding to add brandy to her mincemeat. When nobody else is looking!
  • Frank McHugh trying to “sell” a new song to Vivian Blaine, through Dick Haymes.
  • Esmerelda coming to the rescue at the swine judging contest.


  • Jeanne Crain (O. Henry’s Full House) … Margy Frake. The pretty young farmer’s daughter. She starts the movie feeling out of sorts, and not knowing why. Her boyfriend Harry proposes to her, but she’s uninterested. Until she meets Pat at the State Fair.
  • Dana Andrews (Laura, Curse of the Demon) … Pat Gilbert. The young newspaper reporter, who starts falling in love with Margy. Although he can’t imagine himself proposing to a girl …
  • Dick Haymes (Du Barry Was a Lady) … Wayne Frake. The handsome young farmer with a great singing voice. He quickly falls heads over heels for Emily.
  • Vivian Blaine (Jitterbugs) … Emily Edwards. The beautiful singer, who pretends to be the sheriff’s daughter, to frighten Harry Morgan into running an honest game. And, falls in love with Wayne. But she has a secret that may keep them apart …
  • Charles Winninger (Babes in Arms) … Abel Frake. The family patriarch. He has his heart set on his boar winning first prize. But he doesn’t realize that the boar’s in love with “Esmerelda”. And unmotivated when she’s not there! At judging time, it’s Esmerelda to the rescue!
  • Fay Bainter (Jezebel) … Melissa Frake. The family matriarch. Her mincemeat wins first prize at the fair.

Secondary characters

  • Donald Meek (You Can’t Take it With You) … Mr. Hippenstahl. One of the judges at the County Fair. He likes the rum-laced mincemeat so much that it wins! And he goes back for more! And then, starts following Melissa!
  • Frank McHugh (High Pressure) … McGee. The man who “sells” Wayne on a song, that he then performs with Emily. And then punches out one of Emily’s drunken co-workers!
  • Percy Kilbride … Dave Miller
  • Harry Morgan (M*A*S*H, The Apple Dumpling Gang) … Carnival barker. Whose “honest” game of chance is exposed by Wayne and Emily. A very funny bit.
  • Phil Brown (Star Wars) … Harry Ware. Margy’s would-be fiancée. Nerdy, unromantic, unlikable.

Editorial review of State Fair courtesy of

“I’ve got that nice, tired old feeling,” says Pa Frake near the end of the gentle, sunny 1945 film, State Fair. The Rodgers and Hammerstein music, commissioned while Oklahoma was still making musical-theater history, feels tired too, like the result of a hastily written score. The state of Iowa just can’t seem to inspire the same quality music as its more memorable, southern cousin. Remember that State Fair gem “All I Owe Iowa“? Still, it is R and H, and “It Might as Well Be Spring” is here as well as some other decent ditties. There’s a country-mouse feeling as the Frake family journeys to the big city for the annual harvest celebration.

Young daughter Margy (Jeanne Crain) has her eye on something more exciting than her bore of a fiancé, while her brother meets a lovely big-band singer with a secret. But the bucolic, Old Farmer’s Almanac feel is genuine, and it’s most obviously a picture of a bygone era when someone expostulates gleefully, “You’re gonna be the wife of a journalist!” Not a “don’t miss” but not a dismiss either.


  • OUR STATE FAIR. Music by Richard Rodgers. Lyrics Oscar Hammerstein II.
  • IT MIGHT AS WELL BE SPRING. Music by Richard Rodgers. Lyrics Oscar Hammerstein II.
  • THAT’S FOR ME. Music by Richard Rodgers. Lyrics Oscar Hammerstein II.
  • IT’S A GRAND NIGHT FOR SINGING. Music by Richard Rodgers. Lyrics Oscar Hammerstein II.
  • ISN’T IT KIND OF FUN? Music by Richard Rodgers. Lyrics Oscar Hammerstein II.
  • ALL I OWE IOWAY. Music by Richard Rodgers. Lyrics Oscar Hammerstein II.

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