In 1927, fans gather at Hollywood's Chinese Theatre for the premiere of Monumental Picture's latest romantic epic, The Royal Rascal, starring the popular silent screen couple Don Lockwood and Lina Lamont. Don tells radio commentator Dora Bailey that his motto has always been "dignity" and relates the idyllic story of his childhood and rise to fame, all of which is complete fabrication. The audience applauds enthusiastically at the end of the swashbuckling film and asks for speeches from its stars, whom they think are a couple off-screen as well as on, but Don, who loathes his screechy-voiced co-star, insists that Lina merely smile. Assisted by studio boss R. F. Simpson, Don slips away from the cloying Lina and drives with his best friend, studio pianist Cosmo Brown, to the premiere party. On Hollywood Blvd., Cosmo's car breaks down, and Don is surrounded by fans. To escape the screaming mob, who have torn his tuxedo, Don jumps onto a passing car driven by Kathy Selden. She is frightened at first, but when a policeman tells Kathy who Don is, she offers him a ride to his house in Beverly Hills. Although Kathy says that she is a stage actress, who has seen only one of Don's films, she is actually a chorus girl at the Cocoanut Grove nightclub. After dropping Don off to change his clothes, Kathy drives to the party at R. F.'s house, where she will be performing. Don arrives at the party in time to see a short talking picture. Most of the guests are unimpressed by the new phenomenon, even when R. F. says that the Warner brothers are about to release a feature-length talking picture. When the entertainment starts, Don is surprised, but happy to see a scantily clad Kathy jump out of a cake, and tries to talk with her, but she thinks that he only wants to ridicule her. Just as a jealous Lina takes Don's arm, Kathy throws a cake at him, but misses, and hits Lina instead. Kathy quickly runs away, and Don cannot find her. Some weeks later, Warner Bros.' The Jazz Singer is a box office smash and audiences are clamoring for more talking pictures. As Don and Lina start their next film, The Dueling Cavalier, Cosmo makes a crack about all of their films being alike, and Don is stung, thinking that Kathy was right about words being necessary for real acting. Lina continues to complain about Kathy, whom she had fired, which makes Don dislike Lina even more, as he has not seen Kathy since the party. During a break in filming, R. F. announces that they are shutting down production and will resume in a few weeks as a talking picture. Cosmo happily anticipates unemployment, but R. F. makes him head of the new studio music department. Some time later, when a musical number is being filmed for another picture, Cosmo sees Kathy in the chorus. When Don shows up just as R. F. is about to offer Kathy another part, she confesses what happened at the party, but Don tells R. F. that it was not her fault and R. F. agrees. Later, when Kathy and Don are talking, he tells her that his "romance" with Lina is completely fabricated by fan magazines and Kathy confesses that she has seen all of his pictures. Don has difficulty revealing his feelings to Kathy until he takes her to a romantic setting on a sound stage. Soon preparations for The Dueling Cavalier begin with diction lessions for Lina and Don. Although Don is fine, Lina's voice shows little improvement. When filming resumes, director Roscoe Dexter becomes increasingly frustrated by Lina's voice and inability to speak into the microphone, but the picture is completed. When it is previewed on a rainy night in Hollywood, the audience laughs at Lina's voice, howls at synchronization problems, and leaves the theater saying it was the worst film ever made. Later that night, Cosmo and Kathy try to console Don, who thinks his career is over until Cosmo comes up with the idea to turn the film into a musical comedy and have Kathy dub Lina's voice. Don worries that this plan is not good for Kathy, but she convinces him by saying it will be for just one picture. The next day, R. F. loves the idea and they all conspire to keep Lina from finding out. To enhance the picture, they add a modern section in which Don can sing and dance the story of a Broadway hoofer. After the picture is finished, Don tells Kathy that he wants to tell the world how much he loves her, but as they kiss, Lina interrupts them and flies into a rage. She then starts her own publicity campaign proclaiming herself Monumental's new singing star. R. F. is angry, but Lina shows him her contract and he reluctantly agrees that she controls her own publicity. Lina then threatens to ruin the studio unless Kathy continues to dub her singing and speaking voice, but do nothing else. At the picture's premiere, the audience loves "Lina's" voice. Feeling triumphant, Lina boasts that Kathy will keep singing for her, and Don is furious. When the audience clamors for a song from Lina, Don hatches the idea of having Kathy stand behind a curtain and sing into a microphone as Lina pantomines the words. While Lina silently mouths "Singin' in the Rain," Don, R. F. and Cosmo pull the curtain and the audience laughs hysterically when they realize that Kathy is actually singing. Lina does not know what is happening until Cosmo takes the microphone from Kathy and starts singing himself. Lina runs off screaming, and an embarrassed Kathy starts to leave the theater, until Don tells the audience that she is the real star of the film and has her join him in a song. Finally, a billboard proclaims that Don and Kathy are co-stars of the new Monumental film Singin' in the Rain.

In the slums of the upper West Side of Manhattan, New York, a gang of Polish-American teenagers called the Jets compete with a rival gang of recently immigrated Puerto Ricans, the Sharks, to “own” the neighborhood streets. The tension between them is marked by their bullying and tormenting of one another, and when a series of incidents erupts into a fistfight on a playground, two policemen, the bigoted Lt. Schrank and Officer Krupke, arrive in time to break it up. Afterward, Riff, the leader of the Jets, suggests to his companions that they settle their differences with the Sharks once and for all by challenging them to a “rumble,” which is their term for a street fight. Although Riff warns that the Sharks may choose to fight with zip guns or knives rather than fists, the Jets are enthusiastic about his idea. For support, Riff meets with Tony, a former member of the Jets who is like a brother and who now works in a candy store owned by good-hearted Doc. Riff asks Tony to attend a dance at the gym, an area considered neutral territory where Riff can present the challenge to Bernardo, the Shark’s leader. Tony, who has lost interest in promoting violence, reluctantly agrees to accompany him out of friendship. When Tony confides that he has been having premonitions that something special is about to happen to him, Riff suggests that it may be waiting for him at the dance. Meanwhile, Bernardo’s younger sister Maria and his girl friend, Anita, both of whom work at a bridal shop, are finishing a dress for Maria to wear to the dance, which will be her first since immigrating to America a month earlier. Although Bernardo has hopes of her marrying his comrade Chino, Maria tells Anita that she does not have special feelings for her brother’s friend. That evening, at the gym where the dance is held, Bernardo is introducing Maria to other Puerto Ricans, when several members of the Jets arrive. Both gangs are poised to fight, when Glad Hand, the social worker, and Krupke intervene. The dancing continues and soon becomes a competition between the rival gangs and their women, who refuse to intermingle. From opposite sides of the dance floor, Tony and Maria spot each other and, entranced, move toward each other and begin to dance. Seeing them together, Bernardo protectively pulls Maria away, telling her that Tony is only interested in sexual favors, and orders Chino to take her home. Before Bernardo leaves, he and Riff agree to meet later at Doc’s for a “war council,” where they will determine the time and place of the rumble. At his family’s apartment, Bernardo lectures Maria about the dangers in America, but Anita half-jokingly scolds him, saying that in their new country, women are free to see whom they wish. Anita and Bernardo meet with their friends on the rooftop, where they engage in a lively discussion about the pros and cons of living in America. Although the women tease the men that life in America is better than in their home country, the men complain that it is only better if you are white. Meanwhile, Tony walks the streets in a daze, bewitched by the thought of Maria. She is in her room, preparing for bed, when she hears Tony calling out her name from the alley below and climbs through the window to the fire escape to be with him. Believing that Maria is the fulfillment of his premonition, Tony is eager to acknowledge publicly his love for her, but Maria is aware that their families will not approve. After admitting their love for each other and marveling at how their lives have changed in one evening, they part, agreeing to meet the next day at the bridal shop after closing time. At Doc’s shop, the Jets are restlessly waiting for the Sharks to arrive, when the police drive up. Although Krupke is suspicious that the gang is up to mischief, he is called away and the boys then make fun of him, as well as social workers, judges, psychiatrists and all those who have failed to alleviate the poverty and violence in which they have been reared. When the Sharks arrive, the two gangs decide the time and location of the fight, but as they discuss weapons, Tony, who has by then returned to help close the shop for the evening, convinces them to have a “fair fight,” using nothing but fists. Schrank enters, prompting the two gangs to pretend to get along, and demands to know what they are planning. When no one will talk to him, he harasses the Puerto Ricans, ordering them out, and then tells the Jets that he wants his beat clear of the immigrants as much as they do. When the Jets still refuse to confide in him, he tauntingly refers to their family members as drug addicts and prostitutes. After everyone leaves the shop, Doc expresses his dismay at Schrank’s behavior, but Tony, who is buoyed by love, believes that everything will be all right. The next day, Maria’s co-workers notice her happiness and she admits that she feels “pretty.” Anita is still at the shop when Tony arrives, but grudgingly allows them time together. Although Tony has no plans to attend the fight, Maria urges him to go and stop it from happening. Then, they playfully pretend to have a wedding, with store mannequins in attendance. Later, in the evening, the Jets and the Sharks prepare for the rumble, while Anita prepares for a romantic interlude with Bernardo when he returns. While helping Doc, Tony can think of nothing but Maria, who is at home, waiting impatiently for the end of the evening, when she and Tony can be together. At the appointed place, the Sharks and the Jets meet, and the best fighter from each gang, Bernardo and Ice, respectively, prepare to fight as the others look on. When Tony arrives, his efforts to stop the fight inadvertently escalate the battle into a knife fight between Riff and Bernardo. When Bernardo unexpectedly kills Riff, Tony, in a fit of passion, takes the dead Riff’s knife and stabs Bernardo. Although Tony is immediately overcome with shame for killing Maria’s brother, the other gang members join the fight, but all flee when they hear the sound of a police siren. Waiting on the rooftop for Tony, Maria is surprised when Chino arrives to tell her that Tony killed Bernardo. Praying that he is lying, Maria runs to her room and finds Tony, who confesses. Although she wants to hate him, she finds she cannot and says that the problem is not with either of them, but everything around them. Together, they envision a place where they can go that is free of prejudices. Outside, the police cruise the streets, but the gang members evade them. The Jets meet, stunned, because they never expected anyone would be killed. When their anxiety leads to internal bickering, Ice, who is now their leader, tells them to be “cool.” When they learn from an eavesdropping tomboy, Anybodys, that Chino is carrying a gun and bent on revenge against Tony, they organize to protect him. Anita, who discovers that Maria has been with Tony, is offended that she would remain faithful to a boy who would kill her brother, but is soon won over by Maria’s love for Tony and warns her about Chino’s mission. Although Maria and Tony had planned to rendezvous at Doc’s and leave town together, when Schrank detains Maria to question her about Bernardo’s death, Anita agrees to tell Tony that she will soon be with him. However, when Anita enters the candy store, the Jets, suspicious of her motives, prevent her from finding Tony, then attempt to rape her. Doc enters in time to stop them, but, in anger, Anita says that Chino, jealous of Maria’s love for Tony, shot her dead. When Doc informs Tony, who is hiding in the cellar, of Maria’s presumed death, Tony goes out to the street, yelling for Chino to kill him, too. When he arrives at the playground, Tony sees Maria, alive, and runs toward her, but Chino steps out of the shadows and shoots him. Tony falls into Maria’s arms and as he dies, he and Maria talk about the place of which they had dreamed. Members of both gangs are gathering, and as they edge toward each other menacingly, Maria steps between them and takes the gun from Chino. Threatening both gangs with the gun, she accuses all of them of killing Tony, Riff and Bernardo. When Schrank and Krupke arrive, Maria kisses Tony and after she says “Te adoro, Anton,” members of the two gangs, united at least for a while, help to carry Tony’s body away.

Dorothy Gale, a Kansas farm girl, lives with her Auntie Em and Uncle Henry. When Almira Gulch, who owns half the county, brings a sheriff's order to take Dorothy's little dog Toto away to have the dog destroyed, because Toto bit Miss Gulch's leg, Auntie Em and Uncle Henry refuse to go against the law, and they give the dog to Miss Gulch. However, as Miss Gulch rides away on her bicycle with Toto in her basket, the dog escapes and returns home. Realizing that Miss Gulch will come back, Dorothy runs away with Toto. They come to the wagon of the egotistical, but kindly Professor Marvel, a fortune-teller and balloonist, who tricks Dorothy into believing that her aunt has had an attack because she ran away. Dorothy rushes home greatly concerned, but a cyclone's approach causes her difficulty, and by the time she gets to the farm, Auntie Em, Uncle Henry and the three farmhands have entered the storm cellar. Inside her room, Dorothy is hit on the head by a window and knocked unconscious. When she revives, she sees through the window that the house has risen up inside the cyclone. When she sees Miss Gulch, traveling in mid-air on her bicycle, transform into a witch on a broomstick, Dorothy averts her eyes. The house comes to rest in Munchkinland, a colorful section of the Land of Oz inhabited by little people, and lands on top of the Wicked Witch of the East. Knowing that the dead witch's ruby slippers contain magic, Glinda, the Good Witch of the North, through her powers, has them placed on Dorothy's feet before the dead witch's sister, the Wicked Witch of the West, can retrieve them. The Wicked Witch vows revenge. Glinda then suggests that the wonderful Wizard of Oz can help Dorothy get back to Kansas and instructs her to take the yellow brick road to the distant Emerald City, where the Wizard resides. Along the way, Dorothy meets a friendly scarecrow who laments that he is failure because he has no brain, an emotional tin man, who longingly describes the romantic life he would lead if he only had a heart, and a seemingly ferocious lion who actually lacks courage. Dorothy suggests that they all go with her to ask the Wizard for his help. With help along the way from Glinda to battle a spell of the Wicked Witch, the four friends reach the Emerald City, where in the great hall of the Wizard, they see a terrifying apparition that identifies itself as “Oz” and lambasts Dorothy's companions for their deficiencies. When the lion faints from fright, Dorothy rebukes the Wizard for scaring him, and the Wizard agrees to grant their requests if they will first prove themselves worthy by bringing him the broomstick of the Witch of the West. As they pass through a haunted forest on their way to the witch's castle, the witch sends an army of winged monkeys, who capture Dorothy and Toto. In her castle, when the witch threatens to have Toto drowned, Dorothy offers the slippers in exchange for her dog, but the witch cannot remove them, and she remembers that the slippers will not come off as long as Dorothy is alive. As the witch ponders the proper way to kill Dorothy, Toto escapes. The dog leads Dorothy's friends to the castle, where they rescue her, but the witch's guards soon surround them. After the witch sadistically says that Dorothy will see her friends and dog die before her, she ignites the Scarecrow's arm. Dorothy tosses a bucket of water to put out the fire, and when some water splashes in the witch's face, she melts. The guards and monkeys, relieved that the witch is dead, hail Dorothy and give her the broomstick. Upon their return to Oz, the Wizard orders Dorothy and her friends to come back the next day. As they argue, Toto snoops behind a curtain and pulls it back to reveal a man manipulating levers and speaking into a microphone, who then admits to the group that he is really the “powerful” Wizard. Greatly disappointed and angry at the sham, Dorothy calls him a bad man, but he retorts that while he is a bad wizard, he is a good man. He then awards the Scarecrow a diploma, the Lion a medal and the Tin Man a testimonial, and states that where he comes from, these things are given to men who have no more brains, courage or heart than they have. Confessing that he is a balloonist and a Kansas man himself, the Wizard offers to take Dorothy back in his balloon. However, as they prepare to leave, Toto leaps from the balloon to chase a cat, and after Dorothy goes to retrieve the dog, the balloon takes off without them. Glinda then comforts Dorothy and reveals that she has always had the power to return home, but that she had to learn it for herself. Dorothy says that she has learned never to go further than her own backyard to look for her heart's desire. After Dorothy tearfully kisses and hugs her friends, Glinda tells her to click the heels of the slippers three times with her eyes closed and to think to herself, “There's no place like home.” This she does, and she awakens to find Uncle Henry and Auntie Em at her bedside. Professor Marvel, having heard that Dorothy was badly injured, comes by, and she begins to tell about her journey, which Auntie Em calls a bad dream. The farmhands come in, and Dorothy remembers them as her three friends in Oz and the professor as the Wizard. When Toto climbs on the bed, Dorothy says she loves them all and that she will never leave again, and she affirms to her aunt that there is no place like home.

The antics of tomboyish Maria, a novice at the abbey in Salzburg, concern the Mother Abbess, who is unsure of Maria's intensions. Encouraging the girl to test her feelings, the Mother Abbess sends Maria to be the governess for the seven children of the widower Baron Georg von Trapp, a retired naval officer. The children are at first hostile to Maria, but she soon wins them over. The baron, who is a strict disciplinarian, leaves to visit his love interest, Baroness Elsa Schraeder. While he is gone, Maria allows the children greater freedom, and teaches them to sing. The youths become so excited when the baron returns that they fall out of a rowboat in the lake. The accident precipitates an argument between Maria and the baron, and he orders her to leave; but when he goes into the house and finds the children entertaining his friend Max Detweiler and the baroness with a song, he asks Maria to stay. Max later suggests that they enter the Salzburg Festival as a singing group, but the baron refuses. Maria becomes aware that she is falling in love with the baron and returns to the abbey. The children follow and try to persuade her to return; when the Mother Abbess learns of their visit, she sends Maria back to the Trapp home. Maria again decides to leave when she hears that the baron plans to marry the baroness. However, the baroness soon realizes her suitor is in love with Maria, and releases him. Maria weds the baron, and while they are away on their honeymoon, the Nazis take over Austria. Taking advantage of the baron's absence, Max enters the children in the Salzburg Festival. When the baron returns with his new bride, Maria, he forbids the children to appear at the festival, and learns that the Nazis, to whom he is violently opposed, have ordered him to take command of a ship. The Trapps plan an escape, but are stopped by Stormtroopers. Max convinces the Nazis that the family is on its way to the Salzburg Festival, and that he plans to leave for his ship immediately after the performance. The Trapps win first place at the show and, using their exit song to escape, take refuge in the town abbey. The Nazis learn their whereabouts and surround the building, but the family escapes through a secret tunnel to the nearby mountains.

In 1931, naïve Englishman Brian Roberts, seeking to broaden his experiences and further his education, arrives in Berlin, where he hopes to support himself by giving English lessons. Brian goes to the shabby boardinghouse run by Fraulein Schneider and there is greeted by Sally Bowles, an exuberant American singer. Sally, obsessed with becoming a movie star, is oblivious to the economic and political turmoil in Berlin, especially between the Nazis and Communists, and instead revels in the decadent atmosphere of alcohol, sex and excess. Because Brian’s room is too small to accommodate pupils, Sally offers him the use of her larger room and, liking the introverted young man immediately, persuades him to move in. The Kit-Kat Club, where Sally works, is presided over by the androgynous, leering Emcee who exhorts the audience to forget their troubles while in the club, where “everything is beautiful.” Brian enjoys Sally’s sensual performance and is introduced by her to Fritz Wendel, an impoverished German who hopes to improve both his English and chances of landing a rich wife. As Sally and Brian spend time together, she asserts that she is “a most strange and extraordinary person” and describes her desire to become famous, as well as her loving relationship with her diplomat father. One day, while discussing Brian’s work in his room, Sally attempts to seduce Brian, who responds that it is “a bit early in the day” for that sort of thing. Sally caustically muses that perhaps he does not sleep with girls, but when Brian does not reply, she promises that she would never pursue him if he prefers male companionship. Although Brian is reluctant to discuss the subject, he reveals that his three previous attempts to have sex with women were disastrous and that currently he has no sex life. Sally cheerfully offers to remain platonic friends and the pair establish a routine. One afternoon, Fritz is having his English lesson when Brian reveals that a new pupil, Natalia Landauer, the daughter of a very rich Jewish family, is to arrive soon. Declaring that he is not prejudiced against Jews, Fritz determines to romance Natalia, no matter what she looks like. Brian, hoping to make a good impression on Natalia, is aghast when Sally returns home unexpectedly. Brian charms Sally into not drinking, but when the lovely, reserved Natalia arrives, Fritz and Sally insist on remaining. Natalia attempts to converse in her stilted English until the bored Sally makes a comment about syphilis. Brian is further mortified when Sally, whose German is as bad as Natalia’s English, actually remembers the German word for intercourse, leaving Natalia and Fritz open-mouthed at her audacity. Later, however, the foursome spend a pleasant afternoon together, although Fritz confesses to Brian that the “gigolo business” is not going well, as he is falling in love with Natalia. Sally comments to Brian that the only way to handle virgins is to “pounce” on them, but Brian remains dubious. One night, after Fritz and Brian dine with Natalia, Fritz’s attempt to kiss her goodnight fails and Brian repeats Sally’s advice to be more forceful. When he returns home, Brian finds Sally sitting in the dark, depressed because her father has stood her up. Sally sobs that while her father tries to love her, he simply does not care and thinks she is "nothing." As Brian comforts her, the couple winds up kissing and falls into bed. Their passion for each other grows, with Sally hoping that this time, she has found the right man. One afternoon, Natalia summons Sally and as Natalia tearfully confides her love for Fritz, Sally realizes that he must have pounced. Natalia states that she cannot marry Fritz because he might be a fortune hunter and is a Christian, and Sally commiserates with her. Soon after, Sally meets Maximilian von Heune, a suave aristocrat whose wealth and good looks dazzle her. Brian is jealous of Sally’s new admirer, although Max attempts to include Brian in their adventures, declaring that it is his duty to corrupt them. After a raucous shopping trip, Max and Sally show off their purchases to Brian, including a fur coat for Sally, but Brian stiffly refuses the gold cigarette case offered to him by Max. As Brian and Max drive by the scene of a street brawl one day, Max observes that at least the Nazis will get rid of the Communists, and then they in turn can be controlled. Max soon suggests spending a weekend at his country estate, and there, Brian and Sally are awed by their surroundings. Max reveals to Brian that he is married, although he and his wife lead separate lives, then persuades Brian to accept a sweater and leaves the cigarette case for him as well. After a lavish dinner party, the trio gets drunk and ends up dancing in a circle in one another’s arms until the overwhelmed Brian passes out. On the drive back to Berlin, Brian and Max discuss the trip to Africa that Max has proposed. When they stop at a beer garden, Brian and Max watch an adolescent boy, a member of the Hitler Youth, inspire the crowd to sing a rousing song about the future, and Brian pointedly asks Max if he still thinks the Nazis can be controlled. Meanwhile, Natalia refuses Fritz’s marriage proposal, telling him that although she now believes him to be honest, it is impossible for him to marry a Jew, considering Germany’s current upheaval. Soon after, a distressed Max drops Brian off at the boardinghouse, where Sally is packing for their trip to Africa. Sally, who does not know that Max is married, babbles about a possible proposal from Max, to which Brian replies that her self-delusions are absurd. As their argument escalates, Brian yells, “Screw Maximilian,” and when Sally replies, “I do,” Brian laughs in pain and states, “So do I.” Realizing that they have betrayed each other, Sally storms out while Brian wanders the streets in a fury and provokes a fistfight with two Nazis. After receiving a fierce beating, Brian wakes up to discover Sally tending to him. She then reveals that Max has departed the country and left them three hundred marks. Deprecating their abilities as gold diggers, Sally apologizes to Brian, who shares her remorse, and the couple reconciles. At Natalia’s, meanwhile, her dog is murdered by hooligans who write Juden across her front steps. Soon after, Sally tells Brian that she is pregnant and is going to have an abortion, although the illegal operation will be so costly that she will have to sell her fur coat. Brian surprises both himself and Sally by proposing marriage, and the couple drunkenly celebrates their impending domesticity. During the day, Fritz confesses to Brian that he himself is Jewish but hid the fact when he moved to Berlin to raise his social position. Brian urges him to tell Natalia the truth, and despite Fritz’s protests that he is too cowardly, he soon does and he and Natalia are wed in an Orthodox ceremony. Later, Brian and Sally are picnicking and Sally is distressed by Brian’s uncommunicative responses to her plans for their future. Remembering the excitement of performing in the club and the romance with Max, Sally becomes depressed. Soon after, Brian has fallen asleep while waiting for Sally to return home from work. He awakens when she enters and as she gingerly climbs into bed, asks her where her fur coat is. Realizing that she has had the abortion, Brian asks why and grows increasingly angry, denigrating her dreams of stardom and castigating her for sleeping with anyone who can further her career. Not protesting, Sally asks to be left alone. As he calms down, Brian pleads with her to tell the truth. Sally replies that they would soon start hating each other if they gave up their mutual aspirations, and implies that eventually he would be unhappy with her because of his preference for men. Brian sadly concludes that although Sally did want the baby and does love him, she did what was right for both of them. Soon after, Sally accompanies Brian to the train station as he prepares to return to England, and they bid each other a strained farewell, with Sally struggling not to cry, and Brian smiling fondly as she walks away, waving her green fingernails in the air. Sally then goes to the Kit-Kat, where she thrills the audience with a rendition of the song “Cabaret,” which encourages them to live life to the fullest regardless of the consequences.

Stuffy London banker George Banks advertises for a nanny in the Times when his wife, a spirited suffragette, has difficulty finding a governess firm enough to handle their children, Jane and Michael. The children also write an advertisement, asking that a compassionate person apply, but Mr. Banks throws their note into the fireplace. The next morning, a number of severe-looking women apply for the job, but a strong wind blows them away; Mary Poppins glides down from the sky on her umbrella and, while being interviewed by Mr. Banks, informs him she will give the family a trial period. She gets the children to clean up the nursery, making the task enjoyable with her magic, and then takes them for a walk. They enter a picture of the countryside that her friend Bert has chalked on the sidewalk. After having tea served by dancing penguins, they ride on a merry-go-round, leave the carousel on their horses, and trot off to a fox hunt. When rain washes the sidewalk drawing away, Mary rushes the children home. The following day, Mary takes the children and Bert to visit her Uncle Albert, whose incessant laughter causes him to float in the air; soon they are all laughing and floating on the ceiling. Mr. Banks, meanwhile, refuses to believe his children's stories and wants to fire Mary, but adopts her suggestion that he bring his children to the bank and show them how he spends his day. Michael is to open an account, but instead he attempts to retrieve his money to buy birdseed from The Bird Woman, thus creating panic in the bank. The children escape, and Bert takes them home. Mary appears; and she, Bert and the children travel across the rooftops of London. When they return home, their gaiety spreads throughout the household, and Bert points out to Mr. Banks how damaging his severity can be. When Banks is fired from his job, he tells chairman of the board Dawes a joke he learned from Michael, then leaves to take his children to fly kites in the park. Dawes, who has not laughed in 90 years, dies happy, while laughing at the joke, and Banks is offered a position on the board. Feeling that her job is complete, Mary opens her umbrella and flies away.

In Los Angeles, at a benefit show for the Motion Picture Relief Fund at the Shrine Auditorium, prominent but fading movie star Norman Maine arrives drunk and out of control. To save his studio from embarrassment, Oliver Niles, the studio head, tells his publicity director, Matt Libby, to keep Norman away from the stage. Using the pretense of publicity photographs and interviews, Libby lures Norman into the pressroom. However, Norman soon guesses Libby’s ruse, knocks Libby into a mirror, smashing it to pieces, then heads toward the stage, pushing through performers awaiting their cue. Onstage, the Glenn Williams Orchestra is performing, and when the band’s vocalist, Esther Blodgett, sees Norman coming, she links arms and struts with him, incorporating him into the act, thus preventing him from disrupting their performance. As he bows and exits, the audience cheers, believing the star’s appearance was planned. Afterward, backstage, Esther is preparing to depart, when Norman takes her lipstick and draws a heart on the wall with their initials inside to mark the time she “saved” him from disgracing himself. He invites her to supper, but she must leave with pianist Danny McGuire for another job at the Ambassador Hotel’s Cocoanut Grove. Later, after sobering up, Norman goes to the Grove and learns from the headwaiter that the band, after finishing their performance, went to the Downbeat Club on Sunset Blvd. Norman proceeds there and hears Esther sing. Impressed with her talent, he drives her home and urges her not to settle for little dreams. Telling her she is good enough to be in motion pictures, he offers to introduce her to Oliver. Early the next morning, influenced by Norman, Esther quits the band, which goes to San Francisco without her. Norman intends to follow up on his promise but, at six a.m., the studio car comes to take him away to his next movie assignment, which is shooting on location at sea for several weeks. Unable to reach Esther himself, he tries to get in touch with her through crew members, but no one takes his request seriously, and he cannot remember her address. When she does not hear from Norman, Esther assumes he was just flirting with her. To make ends meet, she sings for a commercial, but then must support herself by working at a drive-in restaurant. After shooting on Norman’s film is complete, he searches for her, but by then she has moved to a cheaper rooming house. Eventually, after recognizing her voice on the commercial, he tracks her down and arranges for her screen test at the studio. The studio personnel make her over with a blonde wig and nose prosthetic, but Norman comes to the rescue and has her change back to her normal appearance. After completing a bit role, she receives her first paycheck and learns that the studio has given her a screen name, Vicki Lester. Oliver shows no interest in Esther, believing that she is simply a passing romantic fancy of Norman’s, until Norman arranges for him to overhear her singing. Then she is given a role in a musical and, with Norman’s guidance, overcomes her nervousness to become an overnight success. Norman then tries to back out of a relationship with her, claiming, “I destroy everything I touch,” but Esther tells him that she loves him. Norman proposes to Esther during a recording session, unaware that a nearby microphone is picking up and recording everything they say. At first Esther refuses, claiming that Norman is too irresponsible and drinks too much, but after listening to the playback, she accepts, prompting everyone in the studio to cheer. When news of the engagement reaches the studio, Libby warns Oliver of trouble, but Oliver feels that marriage is just what Norman needs to overcome his problems. Libby plans a highly-publicized nuptial event, but Esther and Norman sneak off for a quiet marriage ceremony by a small-town justice of the peace, with Danny and two prisoners in attendance. Libby, resenting the years he has covered up for Norman, is infuriated. After returning from their honeymoon, Norman and Esther throw a party at their new Malibu beach house, during which Oliver tells Norman that the New York studio heads have ordered his contract to be dropped. Pleased with this turn of events, Libby sends out press releases stating that Norman asked to be released from his contract. While Esther’s career continues to rise, Norman spends his days at home, hoping to resume his career. However, when a deliveryman calls him “Mr. Lester,” he realizes that his career is dead and he returns to drinking. At the next Academy Awards ceremony, Esther is named Best Actress. As she gives her acceptance speech, Norman drunkenly climbs onstage and makes his own speech, begging for a job. Gesturing wildly, he accidentally hits Esther in the face. While Norman spends time in a sanitarium to dry out, Oliver tells the depressed Esther that he will give Norman another chance. He offers Norman a part in a film, but Norman declines it, realizing that it is not a lead role. After his release from the sanitarium, Norman plans to remain sober. At the Santa Anita racetrack, where he drinks ginger ale instead of his usual liquor, he encounters Libby, who tries to humiliate him. Norman overlooks Libby’s malicious taunting, until the publicity man accuses him of living off Esther’s income. Norman then hits Libby, who strikes back, knocking Norman to the floor. Hearing the crowd gossip that he is “drunk again,” Norman orders a double scotch. After not hearing from Norman for four days, Esther becomes worried. When she gets a call informing her that Norman has been arrested for drunkenness, she and Oliver proceed to the court, where the judge sentences Norman to ninety days in jail. Pleading for the judge to suspend the sentence, Esther promises to be responsible for Norman, and the judge relents. At home the next day, while Norman is sleeping, the crying Esther tells Oliver that she has decided to quit filmmaking. She wants to take Norman away for a new start, so that he can get back his health, and later, his career. Although Oliver regrets that Esther is sacrificing her career, he agrees to release her from her studio obligations, but warns her that Norman’s talents are gone, ruined by twenty years of alcoholism. Having awakened, Norman overhears them through an open window. Later, pretending to be in a good mood, Norman tells Esther that he is going out for a swim and asks her to sing to him. As she sings, he swims toward the sunset, allowing himself to drown. Later, Libby reports Norman’s “accidental” death to the newspapers. After the funeral, a gawking crowd encircles Esther as she leaves the church, causing her to break down. Secluding herself at the beach home, she refuses to answer phone calls. Danny, who is now her studio accompanist, arrives to pick her up for a Shrine Auditorium benefit concert she promised to attend before Norman’s death. When she refuses to go, Danny tells her she is wasting what Norman gave her and what he died to keep from destroying. His accusation succeeds in getting her to leave the house. Backstage at the auditorium, she sees the heart Norman drew on the wall. When she is asked by the emcee to say a few words, she proclaims, “Hello everybody. This is Mrs. Norman Maine.”

Phonetics professor Henry Higgins gets involved in an altercation with Cockney flowergirl Eliza Doolittle as he is taking notes on her accent outside of London's Covent Garden in 1912. Colonel Pickering, another language enthusiast, quiets the argument, and Higgins boasts to him that after training Eliza for 3 months he could pass her off as a duchess. The next day Eliza arrives at Higgins' house, prepared to pay for diction lessons so that she may realize her dream of obtaining a position in a shop. With Pickering's help, Higgins begins a complete transformation of Eliza. Her first public appearance at the Ascot horseraces is a dubious success. A few months later, Eliza is a greater success at the season's biggest social event. After the affair, Higgins and Pickering congratulate each other on Eliza's transformation, completely ignoring her and her part in the process. She leaves Higgins' house in anger. Finding her father preparing to marry, Eliza seeks refuge with Higgins' mother. She is paid court by Freddie Eynsford-Hill, a young admirer. Higgins finds Eliza at his mother's, but they quarrel and he returns home. Sitting alone in his study, Higgins realizes that he cannot be happy without Eliza. As he sits listening to recordings of her voice made during her diction lessons, Eliza quietly enters the room through the door behind him.

American Jerry Mulligan, a former G.I. and fledgling painter who stayed in Paris after World War II, loves his life as a struggling artist on the Left Bank. He is friendly with his neighbors, especially the local children and cynical American Adam Cook, a concert pianist living on a succession of fellowships. One day, when Jerry is particularly low on money, he goes to Montmarte and sets up an impromptu exhibit of some of his work, hoping to sell something to a tourist. He has little success until Milo Roberts, an American heiress living in Paris, admires his paintings and buys two. Because she does not have enough cash with her, she invites Jerry to her hotel to get the money. Jerry shows little enthusiasm for her chauffeur-driven car and expensive hotel room but accepts an invitation to a party she is giving that night. When he returns, the provocatively dressed Milo reveals that the party is only for herself and Jerry. Thinking that she wants a gigolo, Jerry is insulted and wants to return the money for his paintings, but she convinces him that she is a patron of the arts and only wants to help him. With his pride intact, Jerry agrees to take her to dinner, but only if they go to a café he can afford. She suggests a jazz club in Montmarte, where they talk about their lives and his paintings. While Milo dances with Tommy Baldwin, a friend she runs into at the club, Jerry, who is attracted to a pretty girl he has spotted at the next table, overhears her name, Lise Bourvier, and calls to her, pretending to know her. After whisking the annoyed Lise onto the dance floor, Jerry gets her phone number from one of her companions. Observing this, Milo is hurt and lashes out at Jerry while they drive back to her hotel. He responds by getting out of her car and determining he wants nothing to do with her. The next morning, Jerry telephones Lise at the perfumery where she works and asks her out. She brusquely turns him down and tells him not to call again. A few moments later, Milo shows up at the Flodair, Jerry’s neighborhood café, and apologizes for her outburst the previous night. Again insisting that she is only interested in promoting his work, she invites him to lunch to meet a well-known art dealer she knows. Jerry agrees to meet her later, then goes to the perfumery to see Lise. When he charms a middle-aged American customer into selecting a perfume, Lise is amused and agrees to meet Jerry at 9:00 o’clock that night at a café near the Seine. Unknown to Jerry, Lise is loved by popular music hall entertainer Henri Baurel, a close friend of Adam and the man who became her guardian when her parents were killed during the war. Henri is debuting a new number that night and wants Lise to be in the audience. Although Lise is torn, she meets Jerry that evening, and as they walk along the Seine, the couple begins to fall in love. When Lise suddenly realizes that it is 11:00, she rushes off after agreeing to meet Jerry again on Saturday. At the theater, Henri does not realize that Lise missed the number and introduces her to American impresario John MacDowd, who wants Henri to tour America. Assuming that Lise loves him as much as he loves her, Henri suggests that they get married and go together to America. The next day, when Milo calls for Jerry, he dismisses Adam’s suggestion that he is becoming a kept man. Later, when Milo takes Jerry to a studio she has rented for him and informs him that she has arranged for an exhibition, he is angry but agrees to work hard if she promises to let him pay her back for everything. For the next few weeks, Jerry paints constantly, highlighting the people and sights of Paris, often using Lise as his model. One day, while Lise and Jerry are riding in a taxi, they talk about how little they know about each other’s lives and realize that they have both been evasive. Later, at the Flodair, Jerry tells Adam about Lise, and when he mentions her name, Adam chokes on his coffee, knowing that she is the young woman whom Henri loves. When Henri arrives, he and Jerry talk about being in love while Adam nervously tries to change the subject and hopes the men will not mention the names of their respective loves. Henri convinces Jerry that he must tell his girl friend how much he loves her, so when Jerry later meets Lise, he reveals his feelings. Although she feels the same, Lise confesses that she is marrying Henri because he loves her and she owes him her life. Hurt, Jerry then says that he has been seeing a woman he does not want to lose. After they part, Jerry rushes to Milo’s apartment, passionately kisses her for the first time and asks her to the art student’s costume ball that night. At the raucous ball, Jerry dances with Milo, pretending that he is happy, but after they run into Henri and Lise, Jerry admits to Milo that he is in love with Lise. Milo then leaves, after which Jerry walks out onto the balcony, where he is joined by Lise. She says that she and Henri are marrying the next day, but before returning to the party admits that it is painful to be near Jerry and not hold him close. Unknown to Lise and Jerry, Henri has been smoking a cigarette nearby and has overheard everything. Without saying a word to Lise, he drives her from the party while a despondent Jerry fantasizes about Lise and imagines himself dancing with her throughout Paris. A short time later, he is startled to hear the horn of a car and looks down to see Lise being brought back in Henri’s car. While Jerry runs down the Montmarte steps, Lise rushes up to meet him. The lovers embrace and walk down the steps hand-in-hand.

In St. Louis, in the summer of 1903, seventeen-year-old Esther Smith fantasizes about meeting John Truett, the shy boy-next-door, while her older sister Rose frets about her beau, Warren Sheffield, who is off at Yale. Sure that Warren, who is calling Rose at 6:30 that evening, is finally going to propose to her sister, Esther arranges with Katie, the Smiths's housekeeper, for the family to eat dinner early, so that Rose will have some privacy while talking on the telephone. Esther's cantankerous father Alonzo, who has not been told about the expected call, ruins her plan, however, when he insists on eating at the usual time. During dinner, everyone, including Esther's five-year old sister "Tootie," tries to hurry Lon along, but the phone rings just as the main course is being served. As her family eavesdrops on the entire conversation, Rose attempts to prod Warren into a proposal, but he gets mired in small talk and hangs up without uttering a single romantic word. Later, at Esther's urging, Rose invites John to a farewell party for her older brother Lon, Jr., who is going to Princeton. At the party, Esther at first feigns indifference to John, but hides his hat to keep him at the house and then asks him to help her turn off all the lights. Although John is clearly attracted to the flirtatious Esther, he is too shy to kiss her, and instead gives her a hearty handshake. Before he leaves, Esther invites him to join her family that Sunday for a tour of the St. Louis Exposition fairgrounds, and he tentatively accepts. On Sunday, Esther waits eagerly for John at the trolley stop, but he has not arrived by the time the trolley is scheduled to leave. As the trolley is pulling away, however, John appears and, to Esther's joy, hops on next to her. Months later, Tootie and her slightly older sister Agnes dress up as goblins and go out to celebrate Halloween with the neighborhood children. Anxious to prove herself, Tootie, who is preoccupied with death, insists on calling feared neighbor Mr. Braukoff to his door and, following the local custom, blows flour in his face. After Tootie is declared the "most horrible," she throws her family into a panic when she returns home, crying, bruised and cut. Tootie claims that John hit her by the trolley tracks, and although Esther at first refuses to believe her, she changes her mind when a clump of hair is discovered in Tootie's hand. Enraged, Esther storms over to John's house, accuses him of being a bully and then beats and bites him. Later, however, Tootie and Agnes confess that John actually saved them from being arrested after they almost caused an accident on the trolley tracks. Esther rushes back to John's house to apologize, and John not only forgives her, but flirts with her as well. Later that evening, Lon, a lawyer, returns home to announce that his firm is transferring him to New York. Although Lon is enthusiastic about the transfer, which involves a promotion, Anna and the children react with shock and worry. Eventually, however, Anna agrees to the move, and the Smiths plan to leave St. Louis after Christmas. Weeks later, on Christmas Eve, Rose is upset because the visiting Warren has invited Lucille Ballard, an Easterner, to the local Christmas dance instead of her. Back from Princeton, Lon, Jr., also is frustrated because he wanted to ask Lucille to the dance. After Katie convinces Lon, Jr., to escort Rose to the dance, Esther's plans are disrupted when John is forced to break his date with her because he did not get to the tailor's soon enough to pick up his tuxedo. Although Esther assures John she is not upset, she later breaks down in tears and refuses to be escorted by Lon, Jr. When Esther's grandfather, however, offers to take her, she gratefully accepts. At the dance, Esther and Rose scheme against Lucille, whom they have never met, by filling out her dance card with the names of clods. Their plan backfires when Lucille turns out to be nice and insists that Rose be with Warren, while she goes with Lon, Jr. Embarrassed, Esther gives Lucille her dance card, then braves the clods. To her delight, John eventually shows up and, under a wintery moon, kisses her and proposes. As soon as Esther starts to think about being separated from her family, however, she has second thoughts about marrying. Later, at home, Tootie cries to Esther about the impending move and, as her bewildered father watches from a window, runs outside and angrily begins smashing the snow people she helped build. After calling the family together, Lon then announces that that they are staying in St. Louis. Months later, the Smiths and John head for the just-opened Exposition and are thrilled by the thought that such incredible sights are in their very own town.

In 1862, Anna Leonowens, a young, widowed English schoolteacher, arrives in Bangkok, Thailand, with her son Louis, having accepted a job teaching English to the children of the King of Siam. Greeted by the king's stern prime minister, the Kralahome, and his half-naked minions, Anna puffs up her courage. After the Kralahome informs her that she is to live in the palace rather than being granted her own home as previously promised, the plucky Anna charges into King Mongkut's chambers just as the graceful Tuptim is being presented as a gift from the Prince of Burma. When the king refuses her an audience, Anna unceremoniously charges forward. Although entrenched in tradition, the imperious king sincerely desires to usher his country into the modern era of scientific enlightenment, and so decrees that Anna should also teach his bevy of wives. Charmed by Mongkut's myriad children, Anna agrees to stay even though the king refuses her request of a house. Curious about this Western woman, the king's wives, led by Lady Thiang, the Number One wife who learned English from the missionaries, address Anna as "Sir," because her knowledge of science places her above the status of a "lowly woman." When the wives deride Tuptim because she longs to be with her lover, Lun Tha, rather than the king, Ann fondly recalls her beloved late husband. To spite the king, Anna teaches her pupils songs and proverbs about houses and honor. When Anna introduces a new map of the world challenging the supremacy of Siam, the children rebel until the king appears and admonishes them to take advantage of their education. Later, Prince Chulalongkorn, the heir to the throne, impugns Anna when she criticizes slavery, an institution that is embraced by his country. Late one night, the king summons Anna to take his dictation of a letter to President Lincoln. Mongkut, reclining, proclaims that no subject's head may be higher than his, and so orders Anna to lower hers. As Anna sweeps out of the palace, she comes upon Lun Tha, pining for Tuptim. Touched, Anna arranges a meeting between the lovers, and Lun Tha promises he will return one day to free Tuptim. Troubled by reports of English imperialism, the king becomes incensed when Anna's pupils persist in singing "Home Sweet Home." When the king asserts that Anna is his servant, she resigns and runs out of the room in tears. Afterward, Lady Thiang pleads with Anna to help guide Mongkut, who is apprehensive over rumors that the British regard him as a barbarian and hence intend to overthrow his kingdom and turn Siam into a protectorate. Swallowing her pride, Anna goes to the king and offers her help. Upon discovering that the British ambassador, accompanied by his aide, Edward Ramsay, is coming to Siam, Anna, an old sweetheart of Ramsay, suggests staging a sophisticated banquet in honor of their guests. In gratitude, the king finally promises her a home of her own. At the banquet, Tuptim narrates The Small House of Uncle Thomas , a play about an innocent girl, the victim of the evils of slavery. After the play comes to an end, Tuptim condemns slavery and is about to plead for her own freedom when the king snaps his fingers and the room breaks into applause. By the time the audience calls for the play's author, Tuptim has disappeared. After the British leave that evening, the king gives Anna one of his rings in appreciation of her efforts. When she challenges his right to keep a harem, he retorts that while women must remain faithful, men are entitled to a plentitude of wives. Anna replies that in reality, one man can love only one woman, and then recalls her first dance and invites the king to dance with her. They swirl around the room, but their mood of merriment is shattered by the news that Tuptim has been found running away with Lun Tha. For her dishonor, the king orders Tuptim beaten, and Anna charges that he never loved anyone and never will. Taking the whip into his own hands, the king is about to strike Tuptim when he crumples and runs from the room. When the Kralahome then accuses Anna of destroying the king, she announces that she will leave on the next boat and hands him the ring to return to Mongkut. Several weeks pass, and on the night that Louis and Anna are to sail, Lady Thiang appears with news that the king is dying, having shut himself away, refusing to eat or sleep since the banquet. After the prince states he does not want to be king and begs for Anna's help, Lady Thiang hands her a letter written by the king. When Anna reads the letter, which voices the king's deep gratitude and respect, she breaks into tears and hurries to visit him on his deathbed. As the king hands her the ring once more, his children beg Anna not to leave them in darkness, and when the ship's horn sounds, Anna sends Louis to tell the captain to return their luggage. Passing his title to the prince, Mongkut asks Chulalongkorn what his first act as king will be. After issuing a proclamation against bowing to the king, Chulalongkorn declares that his subjects should look upon each other with a kindness of spirit. Satisfied that he is leaving his kingdom in capable hands, the king quietly dies.

On a January night in 1920s Chicago, Velma Kelly is arrested at the Onyx Club for murdering her husband and dancing-partner sister, who were having an affair. That same night, aspiring performer Roxie Hart begins an affair with furniture salesman Fred Casely, after Fred promises to introduce her to the club’s manager. A month later, Fred has had enough of Roxie and callously tells her he does not know the manager, she has no talent and they are through. When Roxie loudly protests, Fred pushes and threatens her, prompting her to grab a gun and shoot him three times. By the time the police arrive, Roxie has convinced her gullible husband Amos that the dead man was an intruder. Amos tells the police that he arrived home from his job at a garage and shot a burglar to protect his sleeping wife. However, when Amos learns that the dead man is Fred, who sold them their furniture, he knows Roxie has lied and lashes out at her, revealing everything. The police immediately arrest the defiant Roxie, and as she is taken away, Assistant District Attorney Harrison tells her that she has committed a hanging offense. Now frightened, Roxie is taken to the women’s prison where she is held on “murderesses’ row” with several other women accused of killing their lovers or husbands. Roxie’s spirits are temporarily revived by meeting the shrewish Velma, but she quickly learns that life in jail will be miserable unless she has money to bribe the prison matron, Mama Morton. Roxie learns how to advance herself, and although Velma remains hostile, Mama advises that she could use all of the publicity she has gotten not only to win her case, but fulfill her dream of going on the stage. For one hundred dollars, Mama says she will call criminal lawyer Billy Flynn, who has never lost a case. The still-loyal Amos goes to see Billy in his swank office, but has to admit that he can only raise $2,000 of Billy’s $5,000 fee. The high-living, greedy Billy initially refuses, then decides to take the case anyway, figuring he can raise the rest by auctioning off Roxie’s personal belongings through an intense publicity campaign. Velma is incensed that Billy, who is also her lawyer, would take the case and disgusted when she sees the change in Roxie that Billy has effected. Following Roxie’s arraignment, Billy tells eager reporters at a press conference on the courthouse steps, that Roxie, who now sports marcelled, light blonde hair, admits to shooting Fred, but it was self-defense: they both reached for the gun at the same time. Giving Roxie a fabricated background as an orphaned Southern belle reared in a convent school, Billy tells the press that her innocence was corrupted in Chicago by a combination of liquor and jazz. He tries to orchestrate Roxie’s remarks, but Roxie, who has decided to heed Velma’s warning that Billy is only out for himself, blurts out “I bet ya wanta know why I shot the bastard.” Reporter Mary Sunshine and the others love the tale that she and Billy concoct, and soon Roxie is headline news, pushing Velma’s story to the back pages. Everyone in Chicago seems to be enchanted by the innocent-looking Roxie, and the auction of her belongings brings in enough money to cover Billy’s fee and ensure Roxie a comfortable existence in jail. One night, Hawaiian pineapple heiress Kitty Baxter kills her lover and two women when she finds them in bed together. Seeing the press and Billy swarm around the snarling Kitty as she is brought into jail, Roxie feels her fame slipping away and feigns a collapse. When Mary Sunshine and Billy rush to her, Roxie shyly says she hopes the fall did not hurt “the baby.” Now a media darling again, Roxie tells the press that she is now only interested in protecting her unborn child. Velma is enraged by Roxie’s publicity, especially as Billy has lost interest in her own case, and complains to Mama, who tells her that she needs to play up to Roxie. Although Velma initially refuses to do that, she soon relents and asks Roxie if she would like to take over her sister’s part in her act. No longer impressed by Velma, Roxie coldly turns her down. Preparing for the start of her trial, Roxie objects to the demure-looking dress that Billy wants her to wear in court. The two argue over who is in charge and Roxie fires Billy, confident that her fame will get her acquitted without his help. A short time later, Katalin Hunyak, the only innocent woman on murderesses’ row, loses her last conviction appeal and is hanged, the first woman executed in Chicago in forty-seven years. Frightened now, Roxie gets Billy back on her case and promises to do whatever he wants to win. Despite Harrison’s best efforts, Billy dazzles the jurors and the judge with his tactics during Roxie's trial. While Roxie sweetly knits baby clothes, Amos takes the stand and admits that he has started divorce proceedings against her because he is not the father of her unborn child. Billy seizes the moment to make the befuddled Amos believe that he is the father, and after testifying, Amos embraces the misty-eyed Roxie and says that he wants to take her back. When Roxie takes the stand, she coyly raises her skirt to the all-male jury and testifies that she killed Fred in self-defense after she tried to break off their affair and he threatened her. Meanwhile, as Velma and Mama listen to Mary Sunshine’s radio broadcast of the trial, Velma seethes and Mama says that Roxie has abandoned all of her friends. They both brighten, though, when Mama shows her that she has Roxie’s diary in her possession. In court the next day, Velma is called by Harrison as a surprise rebuttal witness. During her testimony, she reads pages from Roxie’s diary that state she deliberately shot Fred and would do it again. Now faced with seemingly damning testimony, Billy cross-examines Velma and makes her admit that Harrison got her testimony in exchange for dropping all charges against her. Billy then suggests that Harrison concocted the phony diary pages to falsely convict Roxie. The jury quickly finds Roxie not guilty, but immediately after the verdict is read, shots ring out on the courthouse steps as a woman shoots her attorney dead. The reporters rush away, leaving the perplexed Roxie to ask what went wrong. Billy, who reveals that he arranged for the diary testimony, shrugs and tells her "this is Chicago" before leaving. Once alone with Roxie, Amos asks her to reconcile with him for the sake of the baby, but she turns him down, snarling that there was no baby and with all of her publicity, she will soon be a star. Over the next few weeks, Roxie tries to get a nightclub job but has no luck. After an unsuccessful audition at the Onyx, Velma grudgingly admits to her that she has talent and suggests that they team up because one "jazz killer" is nothing anymore, while the two of them together would be sensational. Roxie is reluctant at first, because she hates Velma, but Velma assures her that there is only one business in which that is not a problem. A short time later, Roxie and Velma are headliners at the Chicago Club, much to the delight of Billy, Mama and everyone else in Chicago.

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.

Relying on a routine of eye drops, Dexedrine pills, cigarettes and alcohol, Joe Gideon, a successful, workaholic director-choreographer, divides his time between two productions in New York City. After auditioning dancers for an upcoming Broadway musical titled, NY/LA, he rushes to supervise the editing of Stand Up, his feature film about a comic played by the actor Davis Newman. Because of the hectic schedule, he apologizes to his daughter Michelle for missing their weekend together, and pauses only for the pains in his chest that trigger imaginary conversations with Angelique, an angel of death. In reality, he is unable to control his attraction to women and invites Victoria, a new dancer in the show, to his apartment while forgetting that his girlfriend Kate Jagger, also a dancer, plans to come over that same evening. After discovering Joe in bed with Victoria, Kate tries to make him jealous, but finally admits that she wants to be with him exclusively. Joe is able to ease Kate’s insecurity about their relationship by asking her not to go on a six-month tour, to which she gladly agrees. As preparations for the musical continue, composer Paul Dann presents a new song, “Take Off With Us,” which does not excite Joe, but he proceeds to work through adapting it onstage. Back in the editing room, film producer Joshua Penn panics that The Stand Up is over budget by $2.2 million, but Joe pacifies Josh by showing him how much the opening monologue has improved. One evening at the rehearsal studio, Joe works through dance steps with his daughter while she encourages him to remarry so he will stop sleeping around with women. During rehearsals with the dancers, Joe is having trouble staging “Take Off With Us” and escapes to another room where his ex-wife Audrey Paris is practicing a routine for her starring role in the show. As they are having a playful argument about the virtue of faithfulness and Joe’s past affairs, he suddenly has a moment of inspiration and leaves. Later, Joe shows Paul and the producers how the choreography for “Take Off With Us” has developed in a new direction. Toward the end of the number, the dancers strip to their underwear and the movements become overtly sexual. Unable to be completely honest that the staging is too risqué, the producers simply tell Joe that they think the dance is “interesting,” while on the sidelines, Audrey insists that it is the best work he has ever done. Prior to a public screening of The Stand Up, Joe is reviewing footage and declares to Josh that the movie is terrible. Refusing to attend the screening, he instructs Josh to explain to the audience that this is a rough cut. That evening at home, Kate and Michelle are making dinner for Joe and try to reassure him about the film. In honor of the screening, they perform a dance routine that they have choreographed to the song, “Everything Old is New Again.” Sometime later at the rehearsal studio, the cast and producers assemble for a read-through of the NY/LA script, but during the session, Joe becomes increasingly tense. When he closes his eyes, he sees Angelique. Soon, the producers, Audrey and Kate are brought together at the hospital as Dr. Ballinger, a cardiologist, reports that Joe is suffering from angina, which could lead to a massive coronary. While Joe protests the idea of being in the hospital for weeks, his chest pains get worse. Later at the rehearsal studio, the lead producer Jonesy Hecht tells the cast that NY/LA is being postponed for four months while Joe recovers from exhaustion and that they want to keep everyone committed to the show in the meantime. During the meeting, Audrey and Paul attempt to lighten the mood with a spontaneous song, “Hospital Hop.” Unsure about Joe’s prospects for recovery, Jonesy schmoozes with a possible replacement, theatre director Lucas Sergeant, and gives him the script to read. Meanwhile at the hospital, Joe is moved from intensive care to a private room with strict orders to rest; instead, he enjoys revelry with visitors as well as the occasional cigarette and flirtation with women. When his vitals do not improve, Ballinger warns him that he is risking serious consequences. During a meeting with colleagues, the cardiologist believes that Joe is in denial about his condition and decides to limit his visitation. After the New York premiere of The Stand Up, Josh arrives at the hospital exuberant about the response, predicting a box-office blockbuster; however in her television review, critic Leslie Perry says the movie gave her a headache and scores it “half a balloon” on her rating scale. Watching the broadcast, Joe lies back in the bed sweating and suffers a heart attack. Following a procedure, he learns that he has total blockage in two arteries. Sitting beside Angelique, he fantasizes hearing the news as a theatrical performance hosted by Audrey and starring his cardiologist, internist and heart surgeon. The day before his heart surgery, he asks Kate why she did not answer her phone last Tuesday night, and she admits to sleeping with someone else. Although he is furious with her, he wants to be nice in case he dies tomorrow, so he assures Kate that their relationship is not over. As Joe undergoes open-heart surgery, the insurance company informs the show producers that they will earn a profit of more than half a million dollars if Joe dies before 1 Feb and the production is abandoned. During the post-operative recovery, Joe hallucinates about directing three dance numbers featuring Michelle, Kate and Audrey who sing about his death and how much he will miss life. He begs Angelique that he is not ready to die yet. Meanwhile, the producers have lunch with Sergeant and tell him that they are relieved that Joe is recovering from the surgery and appears ready to resume work, as soon as he leaves the hospital. Handing over script notes about the musical, Sergeant pretends to be pleased for them. Back in the hospital room, Joe complains that he is having a heart attack, but Nurse Blake says it is impossible since she gave him medication twenty minutes ago. After Audrey screams at Blake to call the doctor, Joe is wheeled back to intensive care and injected with morphine. Unnoticed by the busy staff, Joe unhooks his tubes and wanders through the hospital in delirium. In the cafeteria, two attendants finally retrieve him as he is enjoying a cigarette and singing with a janitor. After being secured to the hospital bed and injected with more morphine, Joe imagines the television entertainer O’Connor Flood introducing him on stage. Together, Joe and O’Connor sing and dance about his upcoming death to the music of “Bye, Bye Love.” During the performance, Joe walks through an audience of people he has known throughout his life and says goodbye. When the dance number ends, he glides toward Angelique. Meanwhile, his body is sealed in a bag at the hospital.

While staying in a London hotel with his English theatrical backer, Horace Hardwick, American musical revue star Jerry Travers wakes up Dale Tremont, Horace's downstairs neighbor, with his compulsive tap dancing. Upon seeing the furious Dale, Jerry falls instantly in love and, in spite of her snubbing, daily sends flowers to her room. Then, while posing as a hansom cab driver, Jerry delivers Dale to her riding lesson in the park and romances her in a pavilion during a rain storm. Dale's loving bliss is shattered, however, when she incorrectly deduces that Jerry, whose name she has never heard, is actually the husband of her matchmaking friend, Madge Hardwick. In spite of her desire to return to America, Dale is convinced by Alberto Beddini, her adoring, ambitious Italian dressmaker, to accept Madge's invitation to join her in Italy. Before leaving, Dale encounters Jerry in the hotel and slaps him without explanation. Worried that the slap will cause a scandal, the hotel management admonishes a confused Horace, who in turn blames the incident on Bates, his quarrelsome valet. After Horace orders Bates to follow Dale, he receives a telegram from Madge saying that Dale is on her way to the Lido in Venice. Overjoyed, Jerry rushes through his London revue and flies to Venice with Horace, unaware that Dale has confessed to Madge in their hotel room that her husband has made illicit advances toward her. In Italy, Jerry continues to be baffled by Dale's emotional vacilations, while Horace is equally baffled by Alberto's threats of bodily violence. At the hotel nightclub, Dale dances with Jerry at the urging of Madge, who is unaware that Dale has mistaken Jerry, the man that she is trying to get Dale to marry, for Horace. When Jerry then proposes to Dale, she slaps him again, while Madge, who had taken Dale's initial revelations about Horace with good humor, punches her husband in the eye. Depressed and heartsick, Dale succumbs to the affections of Alberto and accepts his marriage proposal. The next day, Jerry learns that Dale has married and, by tap dancing as he did in London, connives to see her alone. Although Dale finally learns Jerry's true identity while cruising with him in a gondola, the revenge-hungry Alberto pursues the couple across the canals. Eventually Bates reveals that, while following Dale and Alberto, he had impersonated a clergyman and performed their marriage ceremony. Legally single, Dale now accepts Jerry's proposal and, back in the nightclub, dances happily with him across the floor.

In turn-of-the-century New York, Fanny Brice, a young Jew from the Lower East Side, dreams of becoming a Broadway star, despite her unglamorous appearance. When she loses her chorus line job at Keeney's Oriental Palace, Fanny lies to enter a roller skating number and, slipping and sliding, is a comedy hit. After the performance, suave gambler Nick Arnstein visits Fanny backstage and helps get her a raise. Soon Fanny's comedy routines come to the attention of Florenz Ziegfeld, and she is hired for his Follies at the New Amsterdam Theatre. On opening night, she turns the show's lavish wedding finale into a comedy by appearing as a pregnant bride. Ziegfeld's anger is placated by Fanny's success, however, and he keeps the routine and yields to her demand that she choose her own material. Also at the theater that night is Nick Arnstein, who accompanies her to a party at her mother, Rose's, beer hall and then leaves for Kentucky. One year later, while Fanny is in Baltimore on tour, she again encounters Nick. During their whirlwind affair, Nick loses a fortune on a racehorse he owns and decides to recoup his losses by gambling on an ocean liner crossing the Atlantic. As Fanny prepares to board a train for Chicago, she receives roses and a note from Nick. After phoning her resignation from the Follies to Ziegfeld, she catches a train to New York and boards a tugboat to take her to Nick's Europe-bound ship. After her marriage to Nick, the two move into a lavish manor, and Fanny gives birth to a daughter. Sometime later, while Fanny is in rehearsal for a new show, Nick loses his money again and is forced to sell the house. Feeling overpowered by his wife's success, he moves back to New York City and spends more and more time gambling. As his debts mount, Fanny tries to help, but Nick bitterly rejects her offer and becomes involved in a phony bond deal. When he is exposed, he gives himself up and is sent to jail. Over a year later, he comes to Fanny's dressing room before her performance and tells her goodbye.

Tony Hunter, a dancing star whose movie career is in a slump, returns to New York and meets with his old friends, writers Lester and Lily Marton. The Martons reveal that they have written a show as a comeback vehicle for Tony, to be staged by the hot new director Jeffrey Cordova. Tony accompanies the Martons to the Broadway theater where Cordova is starring in his own adaptation of Oedipus Rex , and after watching the heavy-handed dramatics onstage, is skeptical about Cordova's ability to direct a musical comedy. After the play, they meet with Cordova, and Lester and Lily describe their show as a comic romp about an illustrator of children's books who writes lurid murder mysteries on the side. The Martons are taken aback when the flamboyant Cordova announces that he sees the show as a modern version of Faust , and casts himself in the role of the devil. Cordova then surprises them by vowing to cast sought-after ballerina Gabrielle Gerard as the female lead. Tony is wary of Cordova's concept, but the director insists it is time for Tony to remake his image. Later that night, Cordova summons Paul Byrd, Gaby's possessive boyfriend and choreographer. He offers Paul the job of choreographer on the new show and, through flattery and manipulation, succeeds in getting Gaby for his leading lady. The following evening, Tony and the Martons go to the ballet to watch Gaby perform, and Tony is intimidated by both her height and her classical training. They then convene at Cordova's home, where the director is meeting with potential backers. Lester and Lily overhear part of Cordova's histrionic pitch to the investors--emphasizing the "fiery furnaces of doom"--and are alarmed at how little it resembles their original story. Tony and Gaby meet and immediately rub each other the wrong way. The quarreling stars are about to walk out when Cordova comes out of his meeting and introduces the artists to his new backers. Rehearsals begin, and Tony grows increasingly frustrated with Cordova's directorial style, Gaby's patronizing attitude and the changes to his role. Tony walks out, and is venting his anger in his hotel room when Gaby comes to see him. She is impressed to see that he has decorated his room with pieces from his valuable art collection, and the two performers speak openly with each other for the first time. Tony and Gaby take a moonlit buggy ride through Central Park, and begin to fall in love. Relations are stormy between the Martons, however, as Lester accuses his wife of letting Cordova influence her too strongly. They are still feuding when the company moves to New Haven for out-of-town tryouts, and numerous last-minute problems with the production's elaborate special effects try everyone's patience. The New Haven opening is an abysmal failure, and the show's backers depart in a funereal mood. Tony, Gaby and the Martons revive their spirits at the cast party, and Tony informs Cordova that the show will not close, but will be changed back to the light-hearted entertainment it was originally intended to be. Cordova agrees to put Tony in charge of the show, and when he points out that they have lost their funding, Tony decides to sell his art collection. Paul orders Gaby to quit the show, but she refuses and the two part ways. The revised version of The Band Wagon completes a successful pre-Broadway tour, and one night Tony admits to Lester that he has fallen in love with Gaby, but fears she may still prefer Paul. The Broadway opening is a hit, and the cast pays Tony a heartfelt tribute after the show. While expressing the company's gratitude, Gaby also makes it clear that she has come to love Tony, and they kiss.

Actor and songwriter George M. Cohan is impersonating President Franklin D. Roosevelt in the musical show I'd Rather Be Right, by George S. Kaufman and Moss Hart, when he is summoned to meet the president at the White House. In response to the president's questions, George tells him the story of his life: George was born on the Fourth of July, 1878 to Jerry and Nellie Cohan, a pair of vaudeville actors. A short time later, his sister Josie is born and soon the family is touring the country as "The Four Cohans." The family gets a big break when they are hired to star in Peck's Bad Boy. At thirteen, George, the star of the play, is a success, but his self-importance is responsible for losing the Cohans several bookings. Several years later, George, now a young man, meets aspiring singer Mary when he is playing the part of an old man and she comes backstage to ask his sage advice about breaking into show business. The Cohans and Mary, who soon learns George's real age, go to New York, where George tries to sell the songs he has written. When he learns that The Four Cohans are losing work because of his reputation for imperious behavior, he pretends that his play has been sold so that the others will accept a booking without him. Later, in a bar, George overhears Sam H. Harris talking with Schwab, a potential backer, and offers him his new musical, Little Johnny Jones. Sam and George become partners and produce a number of plays that feature George's popular formula of success stories laced with patriotism. In the meantime, George proposes to Mary, Josie becomes engaged, and the older Cohans buy a farm and retire. It is the end of The Four Cohans and George takes this opportunity to write Popularity, a serious play. It fails miserably, but news of its failure is wiped out of the papers by the sinking of the Lusitania by the Germans in 1915. When the U.S. enters the war, George tries to enlist, but at thirty-nine, is too old to be a soldier. Unable to fight, George writes the inspirational song "Over There." After World War I, Cohan writes more shows. Josie and Nellie die and then George's father Jerry dies. Feeling his age, George dissolves his partnership with Sam so that he and Mary can take a much-needed rest. They travel to Europe and Asia, and end up on the Cohan farm. George pretends to enjoy his life, but he hates being out of the limelight. After a group of teenagers see George reading Variety and think that the headline "Stix Nix Hix Pix" is a form of jive talk, George realizes how much he still wants to be performing and gladly accepts Sam's offer to star in I'd Rather be Right. The president has listened quietly to George's story and now presents him with the Congressional Medal of Honor for his songs "Over There" and "It's a Grand Old Flag." George is the first actor to receive this honor, and he responds as he used to when he was with The Four Cohans, "My mother thanks you; my father thanks you; my sister thanks you; and I thank you." When George leaves the White House, a parade of soldiers and a band march by singing "Over There," and George proudly joins them.

Chip, Gabey and Ozzie, three sailors on a twenty-four hour shore leave, look for adventure and romance in New York City and seek out the city's best known attractions. Following a whirlwind tour of Manhattan that includes stops at the Empire State Building, Central Park and Rockefeller Center, Ozzie and Gabey decide to forgo sightseeing and instead pursue the beautiful women of New York. While riding on a subway, the three sailors see a poster of Ivy Smith, "Miss Turnstiles" for the month of June, and fall instantly in love with her. As they gaze dreamily at the poster, they imagine Ivy coming to life and revealing her life story in a dance. Although they all are taken with her beauty, Gabey is especially smitten with Ivy and vows to find her. To their astonishment, the sailors find Ivy as soon as they step off the train into the subway station, whiere Ivy is posing for a photo shoot. Gabey poses with her for a photograph, but before he can make an impression on her, she disappears. Gabey, Chip and Ozzie follow Ivy and pile into a taxicab driven by the flirtatious Brunhilde Esterhazy, who tries to seduce Chip. With the facts on the poster about Ivy's life as their only clues to her whereabouts, Gabey and his pals search for her in places she is likely to be found. Accompanied by Brunhilde, who is determined to snare Chip, the sailors look for Ivy at the Museum of Natural History, where Ozzie meets Claire Huddeson, an anthropologist who quickly succumbs to his charms. While celebrating their new love with a kiss and a dance, Ozzie and Claire accidentally destroy a dinosaur skeleton at the museum. They flee, but the police are on their trail. The search for Ivy continues at various museums around the city. Finally the group decides to split up and search for her separately, agreeing to meet at 8:30 that evening at the Empire State Building. Alone at last with Chip, Brunhilde takes him to her apartment, only to be greeted by her annoying, ailing roommate, Lucy Shmeeler. Meanwhile, Gabey finds Ivy in a dance studio, and she consents to go on a date with him that evening. As she owes her dance instructor, the unpleasant, dipsomaniacal Madame Dilyovska, a great deal of money, Ivy promises to return from her date at 11:30, in time to make her performance as a cooch dancer at Coney Island. At 8:30, Chip, Brunhilde, Ozzie, Claire and Gabey meet at the top of the Empire State Building, where they hide Ozzie from the policemen who are looking for him. When Ivy arrives, the three couples begin their wild night on the town. The merriment soon comes to an end, however, when, at 11:30, Ivy vanishes without explanation, leaving behind only a brief farewell note. Although his pals try to cheer him up by quickly substituting Lucy for Ivy, Gabey gets drunk and sadly recalls his time with Ivy. Later, acting on a tip from Madame Dilyovska, Gabey and his pals find Ivy at Coney Island, where she admits that shame made her keep her job a secret from him. Gabey and Ivy soon resume their romance, but they only have a few hours remaining before the end of Gabey's shore leave. After Ivy, Claire and Brunhilde persuade the police to drop the charges against the men, the three women bid their sailors farewell at the shipyard.

As teenagers Danny and Sandy frolic on the beach, Sandy laments that they may not see each other again when the summer holiday ends and she returns to Australia, but Danny insists that their romance is just beginning. Sometime later, on the first day back to class at Rydell High School, Danny brags about his beach lover to his friends in the “T-Bird” gang of boys, also known as “greasers.” However, Danny is unaware that Sandy has not gone back to Australia, after all, and he does not see her as she arrives for her first day of class at Rydell. Meanwhile, a group of tough girls called the “Pink Ladies” rejoice at their newfound authority as high school seniors. At lunch, Sandy’s friend, Frenchy, introduces Sandy to the Pink Ladies: Rizzo, Jan, and Marty. Sandy describes her virtuous summer romance to the girls while Danny, on the other side of campus, recounts his lusty conquest to the greasers. When Sandy reveals the name of her suitor, the girls giggle and Rizzo, who once dated Danny, declares that Sandy may discover her “Prince Charming” where she least expects him. Later, at a pep rally for Rydell’s failing football team, Sandy performs with the cheerleading squad and flirts with football player Tom Chisum. Meanwhile, T-Bird greasers Doody, Sonny, and Putzie inspect a jalopy that the gang’s leader, Kenickie, purchased with earnings from his summer job. Kenickie insists that with a little work, the car will be a perfect place to seduce young women. The Pink Ladies plot a surprise reunion between Sandy and Danny, then lead their Australian friend to Kenickie’s car. Although the couple is initially delighted to reconnect, Danny realizes that his friends disapprove of his chivalrous banter and assumes a disaffected tone to shrug her off. Confused and hurt, Sandy calls Danny a “fake” and runs away in tears. Frenchy consoles Sandy by inviting her to a Pink Lady slumber party. There, Sandy tries in vain to smoke cigarettes, drink wine, and have her ears pierced to fit in with the girls, but the girls mock Sandy’s prudery. Frenchy announces that she is dropping out of Rydell to attend beauty school. When the T-Birds arrive in search of Sandy, Rizzo climbs out the window and seduces Kenickie. Frustrated by breaking with Sandy, Danny storms away as Kenickie and Rizzo drive off in the jalopy. Back at the slumber party, Sandy mourns the loss of Danny and reflects that she is “hopelessly devoted” to him. Meanwhile, at a lovers’ lookout, Kenickie realizes the condom he bought in 7th grade is broken and Rizzo, in the heat of passion, decides to make love anyway. The couple is interrupted by Leo, the leader of the Scorpions, a rival gang, and his girl friend, Cha Cha, who back into the jalopy and leave another dent. Back at Rydell, the T-Birds convene at shop class with Kenickie’s car and Danny tells his friends how they can transform the vehicle into “greased lightning.” Sometime later at Frosty Palace, a local diner, Danny is upset at seeing Sandy sharing an ice cream sundae with Tom Chisum, the football player. When Sandy goes to the jukebox, Danny apologizes for his behavior and makes fun of Tom, but Sandy accuses him of jealousy and criticizes his poor athleticism. Back at Rydell, Danny seeks physical education from Coach Calhoun, but the boy is unable to conform to game rules and, as a last resort, Calhoun puts Danny on the track team. Sometime later, Sandy sees Danny trip over a track hurdle and consoles him; the couple rekindles their romance and plan to go to the upcoming dance contest. On a date at Frosty Palace, Danny is eager to conceal their relationship but the T-Birds and Pink Ladies congregate at their table. As Rizzo and Kenickie fight, the diner closes and the friends disperse. Lingering behind, Frenchy confesses to Vi, the waitress, that she dropped out of beauty school. She fantasizes about a teen angel, who encourages her to go back to Rydell. Later, at school, Rizzo makes Kenickie jealous by seducing his rival, Leo, and then arriving at the nationally televised dance contest as Leo’s date. In response, Kenickie partners with Leo’s girl friend and Danny’s former lover, Cha Cha. After Principal McGee and Coach Calhoun explain the rules of the contest, National Bandstand host Vince Fontaine launches the dance-off and begins eliminating contestants. With Sandy and Danny in the lead, Cha Cha breaks into their routine. Sandy runs away in tears as Danny and Cha Cha are declared champions and sway to “Blue Moon.” Sandy and Danny later reunite at a drive-in movie theater, even though she is still upset about Cha Cha. Her mood improves when Danny gives her a ring to symbolize his loyalty. Meanwhile, in the bathroom, Rizzo tells Pink Lady Marty that she might be pregnant and the rumor spreads throughout the drive-in. Kenickie assumes he is responsible, so he offers to help Rizzo, but she claims the baby belongs to another boy and Kenickie is hurt by her infidelity. In Danny’s car, Sandy is dismayed by his attempts to kiss her and runs away after tossing his ring into the car. Danny laments their split and hopes they will one day stay together forever. Sometime later, shop class teacher Mrs. Murdock admires Kenickie’s refurbished car and wishes the T-Bird boys well in their race against Leo and the Scorpions at Thunder Road. In a dry concrete riverbed, Leo announces that the winner of the race will be awarded ownership of their rival’s vehicle. When Kenickie is momentarily knocked unconscious by the car door, Danny takes over as driver. Sandy watches from afar as Danny wins the race and is celebrated as a hero. She wishes to fit into Danny’s crowd and asks Frenchy to help her transform her uptight image. At a carnival on the last day of school, Rizzo tells Kenickie that she is not pregnant after all, and they make up. Danny arrives in a letterman sweater that he earned on the track team, hoping his new look will impress Sandy. He tells the T-Birds that he will stop at nothing to win Sandy back. Just then, Sandy shows up in a skin tight, black ensemble. Electrified by Sandy’s new appearance, Danny peels off his sweater and falls at her feet, where she stamps out her cigarette and warns him that he “better shape up.” The T-Birds and Pink Ladies worry they might not remain friends after graduation, but Danny insists they will always be together.

In the Oregon territory in 1850, farmer Adam Pontipee comes into town to trade and announces to the shopkeepers that he is in the market for a wife to keep house for him and his six younger brothers. He quickly becomes enamored of Milly, a pretty, hard-working young woman who cooks for the local boardinghouse. Explaining that the responsibilities of running a farm do not allow for a lengthy courtship, Adam proposes to Milly, and they are married right away. As they ride back to the farm, Milly rejoices that she will now have only one man to take care of, and Adam does not have the heart to spoil her illusion. When they reach the farm, Milly is stunned at the sight of all the rough-and-tumble Pontipee brothers, but she promptly sets about putting their back-woods home in order. That night, however, the brothers' appalling table manners infuriate Milly, and she reproachfully tells Adam that he wanted a servant, not a wife. Milly banishes Adam from the bedroom, then relents, confessing that she loved him at first sight. The following morning, Milly begins the task of civilizing the brothers, forcing them to submit to underwear-laundering and a shave before giving them breakfast. She also instructs them in the etiquette of courting women, and after a month, they all attend a barn-raising dance. Despite the brothers' efforts to be on their best behavior, they are drawn into a brawl by the men from town. Later, Milly overhears as the youngest brother, Gideon, tells Adam he fears the townspeople will never let the brothers court their women now. Winter comes, and the brothers find themselves lonesome and pining for female companionship. When brother Benjamin announces his intention to leave the farm, Milly tells Adam that the brothers are grieving for the women they met at the dance. Determined to keep his family together, Adam, who has been reading a copy of Plutarch's Lives given to Milly by her late father, hatches a plan. Gathering his brothers in the barn, Adam tells them they should follow the example of the ancient Romans with the Sabine women by carrying off their future brides. The Pontipee men go into town and abduct the women of their dreams, then ride off with the townspeople in pursuit. After getting through a treacherous mountain pass, the brothers fire their guns, causing an avalanche that prevents the townspeople from following them. Milly is shocked when the brothers show up with their captives, and sends all the men to live in the barn. Stung by Milly's harsh words, Adam goes to spend the rest of the winter in his trapping cabin in the mountains. The snowbound women soon begin to moon over the brothers, and when Milly announces she is going to have a baby, they all long to be married. Spring finally arrives, and the brothers and their girl friends happily pursue romance. Milly gives birth to a daughter, but when Gideon rides to the trapping cabin with the news, Adam stubbornly refuses to come home. Adam returns when the pass reopens, however, fearing an attack by the townspeople. After greeting his daughter Hannah and making up with Milly, Adam announces that the women will be returned to their families at once. The brothers oppose this plan, and while the men are sorting it out, the women run away. The brothers set about recapturing the women, who struggle fiercely as they now wish to stay. The women's kinfolk from town arrive in time to witness the fracas, and the brothers are quickly overpowered. Just as the townspeople are about to hang the brothers, Hannah's cries are heard from inside the house. Reverend Elcott inquires about the baby and, in a moment of inspiration, the women simultaneously claim to be the mother. A shotgun wedding is performed at once, and all the happy couples kiss.

Once upon a time, a spoiled young prince turned away an old beggar woman when she offered him a rose in exchange for shelter. The woman warned him not to be deceived by appearances, then transformed into a beautiful enchantress. The prince apologized, but it was too late. The enchantress turned him into a beast, and put a spell on his castle and its inhabitants. She gave him the rose and told him it would wilt by his twenty-first birthday. If he did not fall in love with someone, and win her love in return, by that time, the spell would never lift and he would remain a beast forever. Sometime later, in rural France, a bookworm named Belle dreams of finding adventure outside her small town. She is seen as a misfit, as is her inventor father, Maurice. However, because she is the prettiest girl in town, she is pursued by a handsome, brutish man named Gaston, who intends to marry her. One day, Gaston follows Belle home from the library, and suggests they go to the tavern to view his hunting trophies, but she rejects the offer. Belle finds her father, Maurice, working on his latest invention, an automated wood-cutter he plans to unveil at a fair the next day. Belle’s father leaves for the fair that evening, but gets lost in a forest. He and his horse, Philippe, are chased by wolves to the gates of a dark castle. He wanders inside and is startled by Lumiere, a talking candlestick who invites Maurice to warm himself by the fire. Maurice soon discovers a host of household objects that talk, including a clock named Cogsworth, a teapot named Mrs. Potts, and her son, Chip, a teacup. Although they are very welcoming, the servants cower at the sight of their master, the Beast, a hulking monster who reprimands Maurice for trespassing and takes him captive. The next day, Gaston surprises Belle with a marriage proposal, but she turns him down. Maurice’s horse returns home alone, and Belle panics. She instructs Philippe to take her to her father, and they ride back to the Beast’s castle. There, Belle is frightened by the Beast, but offers to take her father’s place as his prisoner. The Beast complies, and throws Maurice out. Belle weeps over her father’s abrupt departure. The Beast tries to control his temper as he shows Belle to her quarters. He invites her to explore the castle but forbids her from going to the west wing. That evening, Belle is supposed to join the Beast for dinner, but she refuses. In turn, he forbids Lumiere, Cogsworth, and Mrs. Potts from serving her dinner. Meanwhile, Maurice goes to the tavern and announces his daughter has been taken prisoner by a beast. Gaston and the other patrons ridicule him and ignore his pleas for help. In his quarters, the Beast regards the magical rose, which has begun to wilt. He looks into his magic mirror and asks it to show him Belle. In the mirror’s reflection, he sees Belle saying she wants nothing to do with him. Although Belle is his only hope for breaking the spell, he worries she could never fall in love with a Beast. Late at night, a hungry Belle wanders into the kitchen, and although the Beast instructed them not to, the servants treat her to an elaborate meal. Afterward, Belle sneaks into the west wing. In the Beast’s quarters, she sees a torn portrait of a handsome young man and discovers the magical rose. The Beast appears and flies into a rage. He immediately regrets losing his temper, but Belle has already fled the castle. She rides Philippe into the forest, but they are cornered by wolves. The Beast appears and fends them off, but is wounded in the fight and loses consciousness. Back at the castle, Belle tends to his wounds. They argue over his temper, but Belle eventually thanks the Beast for saving her life. Gaston bribes Monsieur D’Arque, owner of an insane asylum, to commit Maurice, and release him only if Belle agrees to marry Gaston. In the meantime, the Beast begins to fall in love with Belle. As a romantic gesture, Lumiere suggests he take her to the castle library. There, Belle admires the collection of books, and the Beast tells her the library is hers. When they dine together, Belle is appalled, then amused, by Beast’s lack of table manners. They play outside in the snow, and she realizes she is growing fond of him. He plans a romantic evening, and the two dress up and dance together in the ballroom while the servants look on, hopeful that Belle and the Beast will fall in love and break the spell. Later that night, the Beast asks Belle if she is happy. She tells him yes, except she wishes she could see her father again. He grants her wish by offering her the magic mirror. Belle sees Maurice in the mirror’s reflection, alone in the woods and looking unwell. She frets over his safety, and the Beast tells her she is free to go. He gives her the magic mirror so she will always have a way to remember him. After Belle leaves the castle, Cogsworth asks why the Beast let her go. He explains that he had no choice because he loves her. Belle finds Maurice and takes him home. There, she discovers Chip, the teacup, among her things. Outside, Gaston arrives with Monsieur D’Arque and an angry mob. When D’Arque throws Maurice into his carriage, Gaston offers to have him released in exchange for Belle’s hand in marriage. Belle defends her father’s sanity, but the townspeople insist he is crazy for claiming she was held captive by a Beast. Using the magic mirror, Belle proves the Beast exists. Gaston senses that she cares for him, and incites the angry mob to storm the castle. Belle and Maurice are locked in the basement of their home, but Chip frees them with the help of Maurice’s wood-cutter. Gaston and his cohorts attack the castle, and the household items fight back. Heartbroken and resigned to failure, the Beast does nothing when Gaston forces him onto a ledge. Just then, Belle arrives, giving Beast the inspiration to fight for his life. He overpowers Gaston, but takes pity on the brute when he begs for mercy and lets him go. Belle summons the Beast to a balcony, but just as she grabs his hand, Gaston stabs him in the back. Gaston falls to his death, and Belle embraces the Beast as he loses consciousness. Believing he is dead, she cries and says she loves him. At that moment, the magical rose loses its last petal, and the Beast is transformed back into a handsome prince. The castle is returned to its former glory, and the servants become human again. Maurice joins them in celebration as they watch Belle and the prince dance in the ballroom.

Nathan Detroit, the financially strapped organizer of the oldest, established, permanent, floating crap game in New York, is trying to find a new venue, despite the scrutiny of police lieutenant Brannigan, who is determined to stop it once and for all. Nathan and his cohorts, Nicely-Nicely Johnson and Benny Southstreet, are equally determined to get the game up and running again. Because of the “heat” from Brannigan, Nathan’s only option for the site is the Biltmore Garage, whose owner is demanding a $1,000 advance. Nathan, who is so broke that he cannot afford to buy an anniversary gift for Miss Adelaide, his fiancée of fourteen years, sees a way out of his predicament when he hears that Sky Masterson, a gambler noted for making large and unusual bets, is having lunch in nearby Mindy’s restaurant. After Nathan fails to entice Sky to bet on whether or not Mindy's sold more cheesecake or strudel the day before, he gets an idea when Sky boasts that he could take any woman he wanted with him to Havana the next day. Seeing the Save-A-Soul Mission band march by, Nathan bets Sky $1,000 that he will not be able to take the mission's leader, Sergeant Sarah Brown. Although Sky is chagrined that he has fallen for a "sucker bet," he goes to the mission and announces to Sarah and her uncle, Arvid Abernathy, that he is a sinner who wants to reform. She is attracted to Sky, but suspicious of his motives and not impressed by his ability to quote the Bible. Learning that the mission is having trouble attracting sinners, he gives Sarah his marker to deliver twelve bona fide sinners at their midnight prayer meeting in two days if she will go to dinner with him the next night. Sarah declines, but Sky refuses to take back his marker and tells her that he will pick her up at noon--because his favorite restaurant is in Havana. She assures him that she is only interested in “upright squares” but momentarily responds when he kisses her. That night, at the Hot Box Club, Adelaide, the club’s star performer, tells Nathan that she will be getting a raise next week and will finally earn enough money for them to get married. Adelaide pressures Nathan with the news that her mother thinks they have been married for years and have five children. Just then Laverne, one of the club’s dancers, chastises Nathan for luring her boyfriend into his crap game. Adelaide realizes that he again has gone back on his promise to give up the game and screams at him to get out. After Nathan leaves, Adelaide, who has been suffering from a chronic cold, reads a book on psychology that describes her symptoms as psychosomatic reactions to her uncertainty about Nathan. The next day, General Cartwright, Sarah’s supervisor, tells her that their organization will have to close the New York branch because it has not attracted any sinners. Just then Sky arrives at the mission and asks Cartwright to give Sarah thirty-six hours to prove that the mission is a success. With Arvid’s encouragement, Sarah looks at Sky’s marker, and tells Cartwight she can guarantee that at least twelve sinners will be at the midnight prayer meeting the next night. In Havana, Sarah’s prim demeanor is overcome after Sky orders her several milk drinks liberally flavored with rum. At a nightclub, she and Sky talk about love and soon begin to kiss. At another club, when a Cuban woman flirts with Sky and takes him onto the dance floor, she and Sarah start a fight that turns into a huge brawl. Later, when Sarah is sober, she admits to having fun, and after he tells her about the bet, says she does not mind. They arrive back in New York just before dawn, and as they near the mission, they hear police sirens. Nicely-Nicely, who has been dozing across the street, rushes into the mission and alerts dozens of gamblers, who pour out of the mission’s back room, narrowly evading Brannigan and the police. An angry Brannigan accuses Sarah of knowing about the game. Although Sarah is incorrect in assuming that Sky is involved, he refuses to deny it. The next night, Sky goes to the Hot Box and sees Nicely-Nicely, who laments that Nathan has asked him to tell Adelaide that the elopement they planned is off. Sky volunteers to tell Adelaide, who knows Nathan is not coming because of a crap game. Sky tries to be sympathetic to her but leaves when she admonishes that he will know how bad she feels when someday he falls in love with the wrong person. At the mission, Arvid tries to convince Sarah that Sky had nothing to do with the crap game, but she admits that she was more worried thinking that someday it would be Sky running from the police. Just then, Sky and Nicely-Nicely arrive at the mission and remind her of the marker. She tells Sky that they are now even and leaves, but Arvid, knowing that Sarah is in love with Sky, tells him that he must make good on the marker or everyone in town will know he is a welsher. Meanwhile, in the city sewer, the crap game has been going on for twenty-four hours. Nathan and his friends want to quit, but Big Jule, a notorious hoodlum from Detroit, intimidates them and insists on playing with his own dice until he wins back his $25,000 loss. When Nathan sees that the dice have no spots, Big Jule claims he "knows" where the spots are and wins back everything, even Nathan’s commission. Now Sky arrives and, after punching Big Jule and taking his gun, promises to do one roll of the dice betting all of the money against everyone coming to the midnight prayer meeting. He wins, and the men all go toward the mission. On the way, Nathan run into Adelaide at Mindy’s. He assures her he loves her, but when he says he cannot elope right now and leaves, she sneezes and sobs. At midnight, Sarah tells Cartwright that she has failed, just before a large number of “sinners” arrive with Sky. He curtly asks Sarah for his marker and leaves after asking Nathan to keep the markers from the others during the prayer meeting. As Cartwright asks for testimony about their sins, the men reluctantly talk about the crap game until Nicely-Nicely stands up and expresses true conversion. When Brannigan arrives at the mission, he tells Cartwright that there had been a crap game at the mission the night before, but Sarah lies by saying it never happened. Nathan then privately tells Sarah about the $1,000 bet with Sky. When Nathan relates that Sky paid the bet after saying that Sarah did not go to Havana, she runs after Sky. Soon Times Square is decorated for a double wedding as Adelaide marries Nathan and Sarah marries Sky.

Cap'n Andy Hawks's show boat the Cotton Blossom arrives in New Orleans. Andy's daughter Magnolia, a gifted singer, meets Gaylord Ravenal and they make believe they are in love. While rehearsing, 'Nolia's good friend, Julie LaVerne, and her husband, Steve Baker, are accused of miscegenation and are forced to quit the show and leave town. 'Nolia and Gay take their places and, because their romantic involvement onstage mimics their real feelings, they are a hit. Pete Gavanaugh, who caused Julie's ostracism when she refused his advances, then writes to Andy to expose Gay as a murderer who was let off on a verdict of self-defense. After a successful run of their show, Gay and 'Nolia marry with Andy's blessing, even though 'Nolia's mother Parthy objects to the marriage because of Gay's questionable past. A year later, 'Nolia gives birth to Kim during a storm while Gay is away playing cards. Gay returns the next morning and asks 'Nolia to move to Chicago. Initially, the family lives well at the Palmer House while Gay bets on horses, but his money quickly runs out and they are forced to move. When Elly and Frank, former members of the show boat, inquire about a shabby room for rent from which the present tenants are being evicted, they discover the tenants are 'Nolia and Gay. Gay then deserts 'Nolia because he is ashamed that he cannot provide for her and Kim. 'Nolia then performs at the Trocadero after Julie, now an alcoholic, quietly quits so that her old friend 'Nolia can get work. Parthy and Andy then arrive at the Palmer House on New Year's Eve in search of the Ravenals, and Andy discovers 'Nolia singing at the Trocadero. Although the crowd is not receptive to 'Nolia's lyrical voice, Andy gives her support from the audience and she is a success. Soon 'Nolia is an international star. Years pass and she retires from the stage, after which Kim follows in her footsteps. When Kim opens on Broadway, 'Nolia recognizes Gay, who is posing as the stage doorman. After the encore, Kim invites her mother to sing and Gay joins her in song.

In 1900, young English poet Christian sits in his room in the Montmartre district of Paris, France, and begins to write about his love affair with Satine, the star of the notorious Moulin Rouge nightclub: A year earlier, the idealistic Christian ignores his father’s advice and moves to Montmartre to join the Bohemian revolution that has swept through Europe. Eager to write about truth, beauty and freedom, but above all else, love, Christian realizes that he cannot because he has never been in love. At that moment, an Argentinean, unconscious from a bout of narcolepsy, crashes through Christian’s ceiling. The Argentinean is joined by his friends--Henri de Toulouse-Lautrec, the Doctor, Audrey and Satie--who are rehearsing Spectacular, Spectacular, a musical play espousing their Bohemian ideals. The group persuades Christian to stand in for the Argentine, and when Christian surprises them with his talent, Toulouse suggests that he write the play with Audrey. Audrey leaves in a huff, but the remaining Bohemians persuade Christian that despite his inexperience, he must write their play, which will be staged at the Moulin Rouge. In order to persuade Harold Zidler, the club’s impresario, to hire Christian, Toulouse schemes to get Christian a private audience with Satine, who is known as “The Sparkling Diamond.” To stiffen Christian’s resolve, Toulouse plies him with absinthe, and, fueled by the hallucinogen, Christian enters the Moulin Rouge. Dancers such as Nini Legs in the Air, Arabia, China Doll and Môme Fromage take the stage, and Christian joins the throng of wildly gyrating men. Christian is awestruck by Satine’s entrance as she is lowered from the rafters on a trapeze, and while she performs, Zidler whispers to her that the wealthy Duke of Monroth is in the audience. Satine, a courtesan, is fearless in her determination to seduce the Duke and obtain his help in becoming a legitimate actress, but mistakes Christian for the real duke. Toulouse sneaks Christian into Satine’s boudoir, which is shaped like a giant elephant, and there, Christian recites poetry to the courtesan. Satine is baffled by his shy reaction to her attempted seduction, but when Christian sings a song about his feelings for her, the couple fall in love. As they are embracing, however, Satine learns that Christian is merely one of Toulouse’s penniless protégés. As she attempts to usher Christian out, Zidler approaches with the Duke, and Satine is forced to hide Christian. The Duke is mystified by Satine’s erratic behavior, but is so consumed by lust that he is swayed by her repetition of Christian’s poem. When Satine begins to make love to the Duke, however, a glare from Christian persuades her to throw the Duke out with a promise to consummate their relationship on the show’s opening night. Unknown to Satine, she is suffering from consumption, and the exertion causes her to collapse. The Duke re-enters to find Satine in Christian’s arms, and it is only through the Bohemians’ quick action that she is able to persuade him that they are rehearsing Spectacular, Spectacular. After convincing the Duke to invest in the show, which tells the story of a Hindu courtesan who must chose between a penniless sitar player and a rich maharajah, the Bohemians celebrate, while Christian is preoccupied by thoughts of Satine. Christian returns to Satine’s boudoir, and although she protests that she was acting when she proclaimed her love for him, she succumbs to his charming words. The next morning, the Duke demands that in exchange for his financial backing, Satine be bound to him exclusively, and that Zidler put up the deed to the Moulin Rouge as security. Zidler reluctantly agrees, and so begins an intense and happy period of rehearsals. While continuing to tempt him, Satine eludes the Duke’s advances in order to spend time with Christian, always on the pretext of working. Meanwhile, Toulouse, who is to play the magical sitar, struggles to learn his one line: “The greatest thing you’ll ever learn, is just to love, and be loved in return.” After several weeks, the Duke grows impatient and warns Zidler that if he cannot possess Satine soon, he will depart. As Zidler cajoles the Duke to stay, he spots Satine and Christian kissing, and promises that Satine will come to the Duke that night. After Christian plans a rendezvous with Satine for that night, he leaves, and Zidler storms up to Satine, ordering her to end her relationship with the writer. Satine collapses, however, and while Christian and the Duke wait for her, she languishes under a doctor’s care. Zidler is able to persuade the Duke that Satine, anxious to come to him “like a virgin,” is confessing her sins to a priest, but after he returns home, Zidler learns that Satine is dying. The next morning, the jealous Christian has difficulty accepting Satine’s explanations, and she attempts to end their affair. Christian promises to control his jealousy, however, and composes a song to signal that they will always love each other, “come what may.” Swept away by Christian’s passion, Satine relents, although during a rehearsal, the envious Nini hints to the Duke about Satine’s romance, which is illustrated in the show when the courtesan chooses the sitar player over the maharajah. The Duke then demands that the ending be changed, and in order to protect her friends, Satine agrees to dine with him. Christian pleads with Satine not to sleep with the Duke, but she reminds him of their vow to love each other come what may, then leaves. While the entertainers wait at the club, the Duke lavishes a diamond necklace on Satine and agrees that Zidler can keep the show’s “fairy tale” ending. While standing on the balcony, however, Satine sees Christian in the street and cannot bear to have sex with the Duke. The angry Duke’s attempt to rape Satine is forestalled by a blow from Le Chocolat, one of the club’s performers, who takes Satine to Christian. While Satine and Christian are planning to run away, the Duke warns Zidler that his servant, Warner, will kill Christian if Satine sees him again. When Satine returns to the Moulin Rouge to pack, Zidler tells her of the Duke’s threat, and when that does not stop her, informs her that she is dying. Heartbroken, Satine agrees that the only way to save Christian is to hurt him, and so lies to him that she is choosing the Duke. Despite her failing health, Satine goes on with the show, while Christian, determined to learn the truth, sneaks into the club. Christian confronts Satine and demands that he be able to pay her, like her other customers, and follows her backstage. Just as Warner is about to shoot Christian, the curtain rises and Christian and Satine find themselves onstage. Christian tosses Satine to the ground and throws money at her, then tells the Duke that she belongs to him. As Christian walks away, however, Toulouse remembers his line and shouts it out. The weeping Satine then begins to sing their love song, and Christian rejoins her onstage. The audience roars with approval as the lovers embrace, and Warner’s attempt to shoot Christian is foiled by a dancer. The Duke seizes the pistol but is punched by Zidler and leaves. After the curtain falls, Satine collapses, and as she dies, makes the sobbing Christian promise to write their story. Back at his room, Christian concludes that after overcoming his grief, he was inspired to write the story of their love, a love that will live forever.