Winfield College students rebel against a stodgy professor who won't permit "swing" music be played in their varsity show. They appeal to a big Broadway alumnus and have him direct their show. What they don't know is that this "star's" last three shows were flops.

Dick Powell
as Charles 'Chuck' Daly

Ted Healy
as William Williams

Rosemary Lane
as Barbara 'Babs' Steward

Priscilla Lane
as Betty Bradley

Walter Catlett
as Professor Sylvester Biddle

Johnnie Davis
as Buzz Bolton

Ford Washington Lee
as Buck

John 'Bubbles' Sublett
as Bubbles

Fred Waring
as Ernie Mason

Sterling Holloway
as Trout