Charlton Heston stars as Brad Braden, the diehard circus manager who lives and breathes to keep the show rolling. With the Big Top about to hit rock bottom, Braden hires The Great Sebastian (Cornel Wilde), a daring trapeze legend, to revitalize the circus. His arrival sparks the rivalry and admiration of Holly (Betty Hutton), Braden's girlfriend and trapese star. After a death-defying battle to regain her place in the centre ring, Holly soon finds herself torn between the love of workaholic Brad and the brazen Sebastain. Add to the mix a flirtatious elephant trainer, racketeers and a lovable clown (James Stewart) with a secret past, and every character becomes a tough act to follow.