Heiress Marion Prescott, whose only interests are society and her pet Pekingese dog, "Kiki," learns that she has lost almost all her money in the Great Depression. She and her guardian, Spaulding, look through her few remaining assets and discover her ownership of "Prescott's Mammoth Carnival." Spaulding tells her that her late father's love of adventure led him to organize the carnival that, while profitable in its early years, has been a steady money-loser of late. The two decide to examine the carnival first-hand. Seeing the carnival in shambles, Spaulding realizes that its manager, Bert MacGregor, has been deliberately wrecking the carnival. He demotes Bert and promotes Art Calhoun in his place. Bert, stuck with merely running his gambling games, swears revenge. Intrigued by the carnival, Marion takes a job incognito as Art's secretary. The two, though attracted to each other, have numerous temperamental clashes, brought on by their two dogs, "Kiki" and "Missouri." While playing .
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