The American Beauty Association is about to hold its annual trade show in New York City and songwriter "Tiny" Lewis (Billy Gilbert) has just sold a song to Ina Ray Hutton (Ina Ray Hutton), the leader of an all-girl band headlining the show. Lewis shares an apartment with Bradley Miller (Ross Hunter) and Michele (Fritz Feld), an artist, and Miller has just invented a non-staining lipstick called "Rosebud." Preparing to get a booth at the show, Miller is told by J. Webster Hackett (Alan Mowbray), a very devious "Cosmetics King", intent on selling a big lipstick order to buyer Edgar Pomeroy (Thurston Hall), that it will cost him $1000 to join the association and get a booth, which is about $999 more than Miller and his room-mates have between them. But Miller's beauty parlor girlfriend, Janet Wilson (Ann Savage), meets factory-owner P. G. Grimble (Hugh Herbert), and money is soon no issue.