Danny O'Neill (Fred Astaire) and Hank Taylor (Burgess Meredith) have spent seven years together in a college band. These two friendly but rival musicians aspire to join the famous Artie Shaw Orchestra. Through the efforts of their band manager and attention of their affection Ellen Miller (Paulette Goddard), Danny and Hank make it to the big time. Music and a few dance numbers from Astaire make this an enjoyable musical comedy.