Crowds swarm down the midway, full of booths with popcorn, and whirling wheels; banners blazon forth the particular peculiarities of the inhabitants of the side show; and above it all, the calliope sounds the motif of a gala occasion in the life of every farmer--the state fair. Into this bucolic paradise, Abel Frake drives his Ford, his family, and his Hampshire boar Blue Boy.

The boar, under the invigorating influence of a comely sow who makes eyes at him from the next pen, wins the blue ribbon. Wayne, Abel's son, takes revenge on a loquacious spieler who had gulled him the year before, but immediately falls under the hypnotic influence of an acrobat in the show. Margy Frake meets Pat Gilbert, a newspaper man from the big city, whose influence with the judges wins the prizes for Mrs. Frake's pickles and mincemeat. Thoroughly satisfied with the week's entertainment, the Frakes drive home to another year of hog-raising and gloating over their six blue ribbons.

The most gratifying feature of "State Fair" is the squelching of Will Rogers and his comments on national affairs. He confines his activities almost exclusively, to Blue Boy's exhibition pen where he seems more at home than in the halls of King Arthur's court. Others in the cast, particularly Louise Dresser as Melissa Frake, and victor Jory as the barker, outshine their more highly paid companion, Janet Gaynor.

The usual Met stage show, called "Spring carnival" has nothing to do with either Spring or carnivals, but is, however, a delectable interlude between Arthur Martel at the organ and Betty Boop on the screen.