Danny O'Neill and Hank Taylor are rival trumpeters with the Perennials, a college band, and both men are still attending college by failing their exams seven years in a row. In the midst of a performance, Danny spies Ellen Miller who ends up being made band manager. Both men compete for her affections while trying to get the other one fired.

Cast: Fred Astaire, Paulette Goddard, Artie Shaw, Charles Butterworth, Burgess Meredith, Frank Melton