Johnny Brett (Fred Astaire) and King Shaw (George Murphy) are a dance team so down on their luck that they work in a dance hall for no money. Meanwhile, Clare Bennett (Eleanor Powell) is a big Broadway theatre star. Owing to a case of mistaken identity, Shaw is offered the chance to be Clare's dancing partner in a new Broadway show, when it was really Johnny's dancing that producer Bob Casey (Frank Morgan) saw and wanted. The partnership breaks up, but Johnny still helps out King, who lets his newfound success go to his head. Clare eventually realizes that Johnny, not King, is the better dancer, and she falls in love after having lunch with him. When Shaw gets drunk on opening night, Johnny steps in and saves the show with a brilliant performance, though he lets King think he did it himself. Clare later tells King the truth. Just before the next show, Clare discovers King drunk again, and Johnny becomes the permanent replacement. After the show, they find out that King was pretending to be drunk so that Johnny would get the job.