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Pearl White (Betty Hutton) is working as a seamstress in a costume shop, but she is always distracted by dreams of becoming an entertainer, most specifically an actress. She gets her wish when she gets an impromptu introduction to a travelling theatre troupe called the ‘Farrington Players’, headed by its lead actor Michael Farrington (John Lund) who reluctantly offers her a job. She quickly befriends other members, such as Timmy Timmons (Billy De Wolfe) and Julia Gibbs (Constance Collier), but Pearl’s less than subtle nature continually annoys Farrington. That doesn’t stop Pearl from falling in love with Michael, and in time Michael falling in love with Pearl.