Young horse trainer Sally (Eleanor Powell) befriends Sonny (George Murphy) and Peter (Buddy Ebsen), who have been hired to look after a horse her family once owned. Concerned for the horse's well-being, she sneaks aboard a train taking the horse and its caretakers to New York City. En route she meets talent agent Steve Raleigh (Robert Taylor (actor)) who, impressed with her dancing and singing, sets her on the road to stardom and romance blossoms between the two. A subplot involves a boarding house for performers run by Sophie Tucker, who is trying to find a big break for young Judy Garland.
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