Ollie and John are a long way from their home in Brooklyn when their truck breaks down. When they run into a fair, they decide to sell their only valuable possession. It's an elephant with the name Bunny, and Ollie has grown really attached to him. At the fair the 'ferocious' Nita Cordoba works and John falls in love with her, the feeling is mutual. Most employees of the fair are willing to buy Bunny, as the fair is in great commercial trouble and an elephant might just be the injection so barely needed. Owner Jose, however, has different ideas. He'd rather see the fair go down as that will be more benificial to him.