Judy O'Brien is an aspiring ballerina in a dance troupe. Also in the company is Bubbles, a brash mantrap who leaves the struggling troupe for a career in burlesque. When the company disbands, Bubbles gives Judy a thankless job as her stooge. The two eventually clash when both fall for the same man.
Maureen O'Hara
as Judy O'Brien
Louis Hayward
as Jimmy Harris
Lucille Ball
as Bubbles
Virginia Field
as Elinor Harris
Ralph Bellamy
as Steve Adams
Maria Ouspenskaya
as Madame Basilova
Mary Carlisle
as Sally
Katharine Alexander
as Miss Olmstead
Edward Brophy
as Dwarfie
Walter Abel
as Judge
Harold Huber
as Hoboken Gent
Ernest Truex
as Bailey #1