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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.

Jerry Mulligan, a struggling American painter in Paris, is “discovered” by an influential heiress with an interest in more than Jerry’s art. Jerry in turn falls for Lise, a young French girl already engaged to a cabaret singer. Jerry jokes, sings and dances with his best friend, an acerbic would-be concert pianist, while romantic complications abound.