Young Benny Goodman is taught clarinet by a music professor. He is advised to play whichever kind of music he likes best, but to make a living, Benny begins by joining the Ben Pollack traveling band.

Hat check man Louis Blore is in love with nightclub star May Daly. May, however, is in love with a poor dancer but wants to marry for money. When Louis wins the Irish Sweepstakes, he asks May to marry him and she accepts even though she doesn't love him. Soon after, Louis has an accident and gets knocked on the head, where he dreams that he's King Louis XV pursuing the infamous Madame Du Barry.

Miss Winters is a dancer with the Tommy Dorsey Orchestra and is asked to secretly transport a prototype magnetic mine to Puerto Rico. She thinks that she is working for the US Government, but fails to see why she would be involved.