Directed by Norman Taurog 
Produced by Ted Richmond 
Written by Si Rose& Seaman Jacobs
Music by Leith Stevens 
Cinematography Joseph Ruttenberg 
Editing by Fredric Steinkamp 
Studio Ted Richmond Productions 
Distributed by Metro-Goldwyn-Mayer 
Release date April 3, 1963
Running time 105 minutes 
Country United States 
Language English 
Box office $2,500,000 (US)


Pilot Mike Edwards finds himself in a dilemma. His partner and friend Danny has gambled away the money Mike had set aside to pay their debts. Since they now have no money and a $1,200 debt, the local sheriff takes possession of their plane, Bessie, a cropduster. If they can't come up with the money in twelve days, Bessie will be auctioned off to the highest bidder.

Mike and Danny become reluctant hitchhikers, looking for a lift to anywhere. They are picked up by apple farmer Walter Ling and his niece Sue-Lin. They end up in Seattle, Washington, location of the 1962 World's Fair. When the uncle is called away on business, Danny persuades Mike to take Sue-Lin to the World's Fair. It is during a visit to the doctor that Mike falls for Diane Warren, an attractive but stubborn nurse who resists Mike's advances. He pays a boy to kick him in the shin so that he can be treated by her. Mike also courts Dorothy Johnson.

Complications then arise. Walter suddenly disappears, leaving Mike with Sue-Lin. Diane discovers what has happened and wants to inforn the Welfare Board about it. There is a mysterious nightfall plane delivery for Mike and Danny's friend Vince.


Mike Edwards, cropduster pilot
Joan O'Brien as Diane Warren, 
Gary Lockwood as Danny Burke, 
Vicky Tiu as Sue-Lin
Yvonne Craig as Dorothy Johnson
H. M. Wynant as Vince Bradley
Kam Tong as Walter Ling
Edith Atwater as Miss Steuben
Guy Raymond as Barney Thatcher
Dorothy Green as Miss Ettinger
Red West as Fred
Joe Esposito as Carnival Man


Beyond the Bend
Written by Ben Weisman, Fred Wise, Dolores Fuller
Performed by Elvis Presley

Written by Sid Tepper, Roy C. Bennett
Performed by Elvis Presley

Take Me to the Fair
Written by Sid Tepper, Roy C. Bennett
Performed by Elvis Presley

They Remind Me Too Much of You
Written by Don Robertson
Performed by Elvis Presley

One Broken Heart for Sale
Written by Otis Blackwell and Winfield Scott
Performed by Elvis Presley

I'm Falling In Love Tonight
Written by Don Robertson
Performed by Elvis Presley

Cotton Candy Land
Written by Ruth Batchelor, Bob Roberts
Performed by Elvis Presley

A World of Our Own
Written by Bill Giant, Bernie Baum, Florence Kaye
Performed by Elvis Presley

How Would You Like to Be
Performed by Elvis Presley

Happy Ending
Written by Ben Weisman, Sid Wayne
Performed by Elvis Presley

It Happened at the World's Fair is a 1963 American musical film starring Elvis Presley as a cropdusting pilot.

The motion picture was filmed in Seattle, Washington, site of the Century 21 Exposition, the 1962 World's Fair. The governor of Washington at the time, Albert Rosellini, suggested the setting to Metro-Goldwyn-Mayer executives. The film made $2.25 million at the box office.[2]