With the California Gold Rush beginning, Senator Frost's singing daughter Caroline loves a young army officer; the Senator can't stand him, and has him sent to California. Headstrong Caroline follows him by train, riverboat, and covered wagon, gaining companions en route: a vagrant Russian prince and gambler Johnny Lawlor, who just might take her mind off the army.
Deanna Durbin
as Caroline Frost
Robert Paige
as Johnny Lawlor
Akim Tamiroff
as Prince Gregory Stroganovsky
David Bruce
as Latham
Leonid Kinskey
as Koppa
June Vincent
as Miss McLean
Ray Collins
as Senator Frost
Andrew Tombes
as Sad Sam
Thomas Gomez
as Carstairs
Clara Blandick
as Aunt Cissy
Olin Howland
as Bigelow (as Olin Howlin)
George Cleveland
as Marshal
