Show begins with aerial footage of the Mid-South State Fair in Memphis, Tennessee.
--Sonny James - "Endlessly"
Commercial: Poly Grip Denture Adhesive
--David Merrifield (trapeze act) - performs stunts from a helicopter.
--The Stony Mountain Cloggers (country dancers) do a square dance/tap routine.
--Judy Ford (Miss America 1969) - does a trampoline act.
--Commercials: (1) Dairy Queen ad (2) Oldsmobile ad for Delta 88 (with Daniel Travanti).
--The Johnny Mann Singers - "Go Where You Wanna Go" and medley ("Glory, Glory Hallelujah," "Dixie," "Grand Old Flag" finale)
--Commercial: Firestone Tires
--Archie Campbell (Country comedian) - stand-up routine about people from California, his son, etc.
--Loretta Lynn - "You Ain't Woman Enough" and "Coal Miner's Daughter"
--Commercials: (1) Polaroid camera with focus flash (hosted by Perry Como); (2) Michelob Beer
--Arthur Godfrey (TV/radio personality) - arrives on horseback, then does a few horse tricks.
--Commercials: (1) Efferdent denture tablets; (2) Feen-A-Mint chewing gum laxative
--Warren Pence (11-year-old banjo player)
--On film: Footage of Ed Sullivan and wife Sylvia touring the fair.
--Sonny James sings "Tennessee Waltz"
--Commercial: Anacin (for arthritis); (2) Freezone (for foot problems).
--Ed's closing comments, announces next week's guests. During closing credits, footage (from earlier in show) of Ed and Sylvia visiting the state fair is shown.