Julian Marsh, a tough, demanding Broadway director, ignores his weak heart when he has a chance to earn money he needs desperately by directing Pretty Lady the next musical for producers Jones & Barry. The leading lady, Dorothy Brock, has been cast already by backer Abner Dillon, who is also Dorothy's sugar daddy. In a highly competitive casting call, Marsh and his stage manager, Andy Lee, audition the dancers, choosing among them Lee's girlfriend Loraine Fleming, a gold digger nick-named Anytime Annie, and newcomer Peggy Sawyer. Billy Lawler, the play's juvenile, falls in love with Peggy, but she is more impressed with Pat Denning, Dorothy's lover and ex-partner. Pat is getting tired of living in the shadow of Dorothy's life and soon leaves for Philadelphia to establish his independence. Coincidentally, the company goes to Philadelphia for its out-of-town opening. During the cast party the night before the opening, Dorothy gets drunk, fights with Pat, and in the struggle, badly sprains her ankle. The next evening, after exhausting rehearsals with Marsh, Peggy goes on in her place and is a star overnight. Now she realizes that she loves Billy, just as Dorothy admits that what she really wants is to retire and marry Pat. In the end, Marsh's finances are saved, but his accomplishment is overshadowed by Peggy's new stardom.