Musician Charlie Rogers (Elvis Presley) is fired from a gig at a teahouse after brawling with a few rowdy college boys in the parking lot. After a night in jail, Charlie hits the road on his Honda 305 Superhawk motorcycle. He spots pretty Cathy Lean (Joan Freeman) driving along with her father Joe (Leif Erickson) and their employer, Maggie Morgan (Barbara Stanwyck). When Charlie tries to become friendly with Cathy, Joe forces him off the road and the bike is wrecked.
Maggie offers him a place to stay and a job with her struggling traveling carnival while the bike is being repaired. Charlie becomes a carnie. Maggie recognizes his musical talents and promotes him to feature attraction; his act soon draws large crowds. Off stage, Charlie romances Cathy, which does not endear him to Joe. After the two men repeatedly clash and Charlie is accused of stealing a customer’s lost wallet, Charlie leaves to star in the much better financed show of rival carnival producer Harry Carver (Pat Buttram).
Once again, he is a great success. However, when Charlie learns that Maggie is facing bankruptcy, he returns to her carnival. In the musical finale, he is happily reunited with Cathy.