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Joe and Clarence, two navy sailors who have a few days leave in Hollywood. All Joe wants to do is to have a good time and meet up with his girl, the unseen Lola. Clarence on the other hand just wants to get a girl. They soon meet a little boy who ran away from home and wants to join the navy. They take him home and soon meets his young beautiful singer-wannabe aunt Susan. Clarence develops a crush on her, so he asks Joe to help him get Susan to like him. Soon Joe gets himself caught in between a promise to Susan to meet a big time music producer, and trying to get Clarence ready for their date. The only problem is, Joe doesn’t know the music producer and he’s string to fall in love with Susan himself. So whats a guy to do?

When Julie la Verne and her husband Steve Baker are forced to leave the showboat Cotton Blossom (their marriage is illegal because of Julie’s mixed blood),their places are taken by Magnolia Hawks, the Captain’s daughter, and Gaylord Ravenal, a gambler. Magnolia and Ravenal fall in love, marry, leave the boat and move to Chicago, where they live off Ravenal’s earnings from gambling. After they go broke Gay feels guilty and leaves Magnolia, not knowing she is pregnant.