During World War II, all the studios put out "all-star" vehicles which featured virtually every star on the lot--often playing themselves--in musical numbers and comedy skits, and were meant as morale-boosters to both the troops overseas and the civilians at home. This was Universal Pictures' effort. It features everyone from Donald O'Connor to the Andrews Sisters to Orson Welles to W.C. Fields to George Raft to Marlene Dietrich, and dozens of other Universal players.

Framed for two crimes he didn't commit, and betrayed by his girl, Cliff Banks finds himself on the run from the police. Now distrustful of everyone, he finds a safe haven hiding out at a quaint country cottage under the care of a kindly old farmer and his daughter, a Cinderella-like blind woman who seems to be able to communicate with nature. There he is forced by their love to question his misanthropy.

Abbot and Costello must find a replacement for a woman's horse they accidentally killed after feeding it some candy. They head for the racetrack, find a look-a-like and take it. They do not realize that the nag is "Tea Biscuit," a champion racehorse.

A young woman, a trio of singers, and a mystery writer are among the guests at a house long-considered to be haunted.

Director Ted Brooks and comedians Jack Norcross, Dandy Joslyn and Phil Miller are part of a troupe of promising young players rehearsing for a WPA show at the Garrick Theater in New York and are stunned when the government withdraws their funding on the day of the show's dress rehearsal. Destitute, the troupe plans to return home when Mac, the stage doorman, offers to allow four of the men, Phil, Dandy, Jack and Ted, to use the theater for a boardinghouse. After accepting Mac's offer, the men improvise bedrooms out of the set pieces and meet amateur actress Lorie Fenton from Cleveland, who is eager to audition for them. When the men learn she recently received a small inheritance, they allow her to audition, hoping she will back the show.

A song publisher gets sued for stealing lyrics.

Mickey Moran, son of two vaudeville veterans, decides to put up his own vaudeville show with his girlfriend Patsy Barton. But child actress Rosalie wants to make a comeback and replace Patsy both professionally and as Mickey's girl.

When the prison choir loses its leader, the boys try to get him back in.

J. P. Courtney wants to update the music on the radio program he sponsors, but his wife, Agatha Courtney, is the final authority and addicted to the classics and won't allow him to replace Professor Bistell and his symphonic orchestra. Conspiring with his daughter Sue and her friends, Marvo the Great, the Andrews Sisters, Anne Payne and bandleader Woody Herman, they devise a sabotage plot that gets rid of Professor Bistell, and a new sound is soon heard on the program.

The Andrews Sisters headline this musical. They play the lead act at a popular nightclub. The trouble begins when they hire a few students from a financially foundering dance school for their newest production. One of the dancers, a rich young socialite, desperately wants to be in it too, but her prurient maiden aunts refuse to allow her to disgrace their family by becoming a common chorine. She and the club owner (who must have the aunt's permission because the girl is underage) try to convince them, but it's not easy.