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By the 1930s, vaudeville is no longer the big seller it used to be. Looking to leave the fading act, Phil Dolan Jr. (Eddie Albert) dreams of composing for the traditional theater. Through a chance meeting with a Russian composer (Leonid Kinskey), Dolan finally has the chance to make the transition, but he must contend with the obstinate ballet director Sergei Alexandrovitch (Alan Hale) to land his big break. It helps that he has prima ballerina Vera Barnova (Zorina) on his side.