The American Beauty Association is about to hold its annual trade show in New York City and songwriter "Tiny" Lewis (Billy Gilbert) has just sold a song to Ina Ray Hutton ('Ina Ray Hutton'), the leader of an all-girl band headlining the show. Lewis shares an apartment with Bradley Miller ('Ross Hunter') and Michele (Fritz Feld), an artist, and Miller has just invented a non-staining lipstick called "Rosebud." Preparing to get a booth at the show, Miller is told by J. Webster Hackett (Alan Mowbray), a very devious "Cosmetics King,", intent on selling a big lipstick order to buyer Edgar Pomeroy (Thurston Hall), that it will cost him a $1000 to join the association and get a booth, which is about $999 more than Miller and his roomies have between them. But Miller's beauty-parlor girl friend, Janet Wilson ('Ann Savage'), meets factory-owner P. G. Grimble (Hugh Herbert), and money is soon no issue.
Ina Ray Hutton
as Ina Ray Hutton
Hugh Herbert
as P.G. Grimble
Ann Savage
as Janet Wilson
Billy Gilbert
as Tiny Lewis
Glenda Farrell
as Babs Cartwright
Ross Hunter
as Bradley Miller
Alan Mowbray
as J. Webster Hackett
Marjorie Gateson
as Maude Hackett
Thurston Hall
as Edgar Pomeroy
Fritz Feld
as Michele
Jack Carr
as Customer (uncredited)
Byron Foulger
as Henley, the Druggist (uncredited)