Our State Fair is a great State Fair...

The original advertising art for Fox' 1962 remake of Rodgers and Hammerstein's State Fair.

In late 1961 Pamela Tiffin began filming her first motion picture under her contract with 20th Century-Fox, their 3rd remake of Philip Stong's novel, State Fair.

Fox ingenue Pamela Tiffin was given the prize role of "Margy Frake", a role previously played by former Fox ingenues Janet Gaynor and Jeanne Crain in the 1933 and 1945 film versions respectively.

The original black and white 1933 version of the story was a non-musical and conceived as a vehicle for Fox' box office star, Janet Gaynor. Co-starring with Gaynor as her father "Abel" was legendary entertainer Will Rogers. The film was a huge success for Fox, so much so that in 1945 they decided to give the story another go 'round this time as a colorful big screen musical.

For the 1945 version they tapped Richard Rodgers and Oscar Hammerstein II, fresh off their success with Oklahoma! another home spun tale based on the novel Green Grow The Lilacs.

"It's A Grand Night For Singing" for star crossed lovers Margy Frake (Pamela Tiffin) and Jerry Dundee (Bobby Darin) in Fox' 1962 version of Rodgers and Hammerstein's State Fair.

This was to be Rodgers and Hammerstein's first and only original musical for Hollywood and they went on to create a score that would be filled with the soon-to-be classics, "It's A Grand Night for Singing", "Isn't It Kinda Fun?" and the Oscar winning, "It Might As Well Be Spring".

Fox cast their leading ingenue of the day, the lovely Jeanne Crain as the love lorn "Margy". Co-starring alongside Crain were big band crooner Dick Haymes as her brother "Wayne" Broadway star Vivian Blaine as state fair entertainer "Emily" and Dana Andrews as "Pat", the object of her affections with Fay Bainter and Charles Winninger as her parents "Abel" and "Melissa"

The cast is led by Pat Boone as "Wayne Frake", Ann-Margret as "Emily Porter", Pamela Tiffin as "Margy Frake" and Bobby Darin as "Jerry Dundee".

The film was a huge success for Fox and in 1962 they decided it was time for another remake and readied a second musical version of the classic story. This time they cast a quartet of young and talented leads to headline it.

Pamela won the coveted lead role of "Margy Frake" and succeeds in displaying the warmth and naivete that is required of the role. She lip sync's the classic "It Might As Well Be Spring" to Anita Gordon's vocal track in much the same way Jeanne Crain lip synced to Louanne Hogan's in the original 1945 film.

"It Might As Well Be Spring": Pamela Tiffin as "Margy Frake" in Rodgers and Hammerstein's State Fair.

Singers Pat Boone and Bobby Darin were cast as her race car driving brother "Wayne" and her much more worldly suitor "Jerry", a television reporter covering the state fair. Fellow Fox contract player Ann-Margret, in only her second screen appearance was given the role of "Emily Porter", a performer at the fair who dances and sings up a storm while carrying on an ill-fated romance with "Wayne".

The parents in this updated version of the story which moved the setting from Iowa to Texas were legendary Fox star Alice Faye as Frake matriarch "Melissa" and Tom Ewell as dad "Abel".

Love in bloom: A kiss and an embrace is shared between Bobby Darin (Jerry Dundee) and Pamela Tiffin  (Margy Frake) in Rodgers and Hammerstein's State Fair.

Oscar Hammerstein II passed away before production on the film began and along with the updated storyline Fox wanted new songs to implement the ones already existing in the score, so Richard Rodgers provided the music and lyrics to 5 new songs, "It's The Little Things In Texas", "Never Say No To A Man", "Willing and Eager", "This Isn't Heaven" and "More Than Just A Friend".

Pamela Tiffin poses in front of "Big Tex" the official mascot of the 1961 Texas State Fair during filming.

The film was shot in 35mm CinemaScope and made the most of capturing the grandeur of the Texas state fair as well as the state's picturesque landscape. It's original musical numbers were re-arranged, expanded and in some instances assigned to characters other than the ones who sang them in the original version.

Directed by Jose Ferrer, this 1962 version of State Fair ultimately dwarfed the simple home spun tale of a family's adventure at the annual state fair and didn't go well with audiences or critics. The film was not a financial box office success and it's generally the original 1945 musical version of the story that is held in much higher regard.

The original motion picture soundtrack recording from the film.

The film's highlights for me remain Pamela Tiffin's sensitive portrayal of farm girl "Margy", the original Richard Rodgers and Oscar Hammerstein songs that add sparkle to the proceedings and a very entertaining musical rendering of "Isn't It Kinda Fun?" led by Ann-Margret that gives the viewer a taste of the incredible talents she possessed.