Based on a play by Edna Ferber and George S. Kaufman, a rich young woman joins struggling actresses at a boardinghouse and gets a part she does not deserve.
At a New York boardinghouse Jean Maitland (Ginger Rogers) takes her stockings back amid the clever chatter of Eve (Eve Arden) and other women. Terry Randall (Katharine Hepburn) rents a room with Jean but is obviously loaded with cash. Kaye Hamilton (Andrea Leeds) owes rent and is discouraged; but Jean consoles her. Terry says the others should be more serious. Judy Canfield (Lucille Ball) and Jean go out with two men, and Jean comes home limping. Terry talks her to sleep.
Anthony Powell (Adolphe Menjou) sees Jean and Annie (Ann Miller) dancing. Terry tells Kaye that she is a good actress. Terry has lunch with her father (Samuel S. Hinds) and tells him she is not coming home. Jean and Annie dance at the Grotto, and Anthony's friend Linda Shaw (Gail Patrick) is jealous. Anthony invites Jean to dinner. In Anthony's waiting room Kaye has her appointment canceled and faints. Terry barges in and scolds Anthony. Carmichael makes Anthony an offer. Terry tells the landlady not to mention that she is helping Kaye. Linda advises Jean about Anthony and leaves in her fur coat. Terry lets Jean wear her ermine jacket. Jean is tipsy at Anthony's apartment. He says he is separated from his wife. When Jean cries about marriage, he has her leave. Terry helps Jean into bed.
At home Anthony asks Terry to be in his play. Jean comes in and gets angry at Anthony and Terry before leaving. Terry tells Anthony his family photos are phony. Kaye is given a surprise birthday party and learns that Terry got the role she wanted. Kaye is happy for Terry but cries. Terry rehearses and argues with the director and writer. Anthony tells Carmichael that Terry is no good and asks about his client. Terry practices in her room with her coach, aging actress Catherine Luther (Constance Collier). Kaye comes in and helps Terry. Alone Kaye hears voices as she slowly climbs the stairs, and soon someone reports that she leaped from a window.
Jean tells Terry that Kaye is dead and blames her. Catherine tells Terry that she must go on for Kaye. Terry is moved to give a great performance with adapted lines. Carmichael sees Terry's father applaud. Terry announces that a young actress who just died was responsible for her performance. Anthony learns that Terry's father is a wealthy wheat king. Jean embraces Terry, and they leave. Four months later successful Terry still lives there, and Judy leaves to get married. Jean calls Bill, and a young woman comes in for a room.
The difficult struggle of young actresses is portrayed with comedy and drama in a profession that makes a few stars while some hang on, and most quit. The callous Anthony lies about being married so that he can have one affair after another with actresses anxious to please a producer. Tragedy occurs when a sensitive actress is denied a role that was bought for an inexperienced actress. Thus the underside of the theater exposed.