Based on a novel by Alice Duer Miller and the Harbach-Kern play, musicians from Indiana play in Paris while their friend inherits a dress business.
In France Voyda (Luis Alberni) is expecting Indians, but Huck Haines (Fred Astaire) explains that they are Wabash Indianians. John Kent (Randolph Scott) goes to see his Aunt Minnie (Helen Westley), who owns Roberta fashions. He meets Stephanie (Irene Dunne) and intervenes with the supposed Countess Tanka Scharwenka (Ginger Rogers), who is known to Huck as his childhood friend Lizzie Gatz. John has Huck's orchestra play for Tanka, and Huck sings "Let's Begin." Rehearsing at the Cafe Russe Tanka sings "I'll Be Hard to Handle." Then she and Huck do a fantastic dance. Voyda hears the band and is impressed, but he has to be persuaded to hire them when he finds out who they are. John takes a French lesson. Stephanie sings Aunt Minnie to sleep again, and she passes on. John inherits the dress shop, although the Russian prince Ladislaw (Victor Varconi) accuses him of destroying her will. John gives the business to Stephanie, but she insists on a partnership with encouragement from Huck and Tanka. John rejects a low-back gown.
John's friend Sophie Teale (Claire Dodd) arrives. She cries, but John says he still loves her. They kiss as Stephanie comes in. Sophie is picking out a dress with Stephanie, and Huck has her show Sophie the one John rejected. Sophie buys it and wears it to the opening of the Cafe Russe. John dislikes the dress, and they quarrel, ending it. Huck sings "I Won't Dance," but he dances anyway while John is getting drunk. Ladislaw enters with Stephanie, and she sings "Smoke Gets In Your Eyes." John criticizes Stephanie for selling the dress to Sophie.
Huck is running the dress business; John calls but says he won't come back. Stephanie comes back. Huck and Tanka tell Stephanie that John is in love with her. She agrees to design dresses for a musical fashion show. Dresses are paraded to music. Stephanie sings "Lovely To Look At," and John smiles at her. Huck and Tanka dance, and she accepts his previous hint at marriage. John thinks Stephanie is married to Ladislaw, but she says he is her cousin. John and Stephanie say they love each other. In the final scene Huck and Tanka dance.
This story suggests that American entertainment is equal to the artistry of Paris fashions. The Puritannical John finds himself a better match, while the Astaire-Rogers team not only demonstrates their great dancing, but their singing and comedy talents as well.