While working as a counselor at a summer camp, college-student Marjorie Morgenstern falls for 32-year-old Noel Airman, a would-be dramatist working at a nearby summer theater. Like Marjorie, he is an upper-middle-class New York Jew, but has fallen away from his roots, and Marjorie's parents object among other things to his lack of a suitable profession. Noel himself warns Marjorie repeatedly that she's much too naive and conventional for him, but they nonetheless fall in love.

Ventriloquist Jerry Morgan has failed with another love affair. The reason: when the relationship reaches the point when it is time to discuss marriage, his two dolls become mean and jealous. Morgan's dollmaker Papinek is a member of a spy ring who has stolen the secret plans for the top-secret Lafayette airplane. Since Morgan is leaving for Zurich the same night, he decides to hide the secret plan in the heads of the dolls.

In 1927 Hollywood, a silent film production company and cast make a difficult transition to sound.

Abigail Chandler has written her stuffy Boston relatives that she's a successful opera singer in New York. In reality, she works at a burlesque house and is billed as High-C Susie. When her sister Martha comes for a visit, Abigail tries to hide the truth from her.