Danny O'Neill (Fred Astaire) and Hank Taylor (Burgess Meredith) are friends and rival trumpeters with "O'Neill's Perennials", a college band. Both have managed to prolong their college careers by failing seven years in a row. At a performance, Ellen Miller (Paulette Goddard) catches Danny's and Hank's eyes. She serves them a notice for her boss, a debt collector, but the fast-talking O'Neill and Taylor soon have her working as their manager.