A large bird's-eye view of a city is shown with beams of light moving to a conga beat. The action takes place in the famed Ciro's nightclub, where the Hollywood stars are having dinner at fifty dollars a plate and "easy terms", including Claudette Colbert, Don Ameche and Cary Grant. Grant talks to himself: "What a place! What a place! It's as pretty as a picture. But if I ever told my favorite wife the awful truth, I'd land right on the front page. Yessireee Bobby."
Then Greta Garbo comes along selling cigars, cigarettes, and butts. Grant buys some and asks her for a light. Garbo lifts her enormous foot on the table and strikes a match to it, then lights Grant's cigarette.
Edward G. Robinson asks Ann Sheridan: "How's the Oomph girl tonight?" Sheridan responds by uttering the word “Oomph” several times. Her final "Oomph" surprises Robinson. (Sheridan was a sex symbol known as the "Oomph" girl in those years.)
One table has Henry Binder and Leon Schlesinger sitting there as an inside joke, while the soundtrack quotes "Merrily We Roll Along". Another table is reserved for Bette Davis, a large sofa for Kate Smith, noted for her obesity, and a table for comic, movie, and radio characters Blondie, Dagwood, and Baby Dumpling, with a fire hydrant for Daisy the dog.
Meanwhile, in the cloakroom Johnny Weissmuller has arrived. He leaves his tuxedo behind to reveal his Tarzan outfit. Sally Rand, famous for her striptease acts and fan dance, leaves her feathers behind and leaves presumably naked.
James Cagney informs Humphrey Bogart and George Raft that they got to prepare to do something risky. The trio, all known for their "tough guy" roles, get ready, run off, and then turn out to be pitching pennies. Harpo Marx, usually the prankster in The Marx Brothers films, sticks some matches under Garbo's foot, then lights it. Garbo reacts very slowly and coolly to the pain in reference to her serene and cool acting style by slowly saying, "Ouuchhh." Then Clark Gable spots a girl, whom he follows with his head turning completely around.
After this, Bing Crosby announces the first act that evening. During his speech he is interrupted by a jockey on a race horse. Crosby then introduces the first musical number by conductor Leopold Stokowski. Stokowski, who has a hair net containing his long hair, prepares himself dramatically and seriously to conducting what looks to be some classical orchestral arrangement. However, it's a conga beat to which he moves rhythmically.
The beat "does something" to Dorothy Lamour, who is sitting at a table with James Stewart. She begs him to go dancing with her. Stewart starts stuttering and hesitating, but agrees to follow her to the dance floor. When she moves her body to the beat he gets scared and runs away, leaving a sign reading Mr. Smith Goes To Washington.
Gable is still moving to the beat and at the same time following the girl he saw earlier.
Tyrone Power dances with Sonja Henie, who's still wearing her ice skates. Frankenstein's monster is dancing very stiffly and woodenly. The Three Stooges poke and smash each other in beat to the rhythm. Oliver Hardy dances with someone as well and is shown from the back. When he turns his face to the camera he is revealed to be dancing with two girls at the same time. Cesar Romero, known for his roles as a Latin lover, dances with Rita Hayworth. Romero's extremely large feet rip fabric from Hayworth's dress by friction.
Mickey Rooney and Judy Garland sit at a table. The waiter brings an expensive bill, which shocks Rooney. He asks his "father", Lewis Stone, for a favor. Both then wash the dishes to the conga beat.
Gable is still following the girl. Then Crosby introduces the final act, again interrupted by the same jockey on his race horse. Sally Rand performs the bubble dance, a famous scene from her film Bolero, in complete nudity, which is never seen although parts of her body get revealed.
Kay Kyser, nicknamed "The Professor", is excited by the act and shouts out, "Students!" A group of people look, whistle in unison and exclaim: "Baby!" They are William Powell, Spencer Tracy, Ronald Colman and Errol Flynn. Sitting down are Wallace Beery and C. Aubrey Smith. Peter Lorre, known for his portrayal of sinister and weird characters, says dreamily: "I haven't seen such a beautiful bubble since I was a child." Henry Fonda enjoys the act too, but is pulled away by his mother. J. Edgar Hoover says "Gee!" several times as a pun to his function as G-man. Boris Karloff, Arthur Treacher, Buster Keaton and Mischa Auer watch the spectacle without any emotion. Ned Sparks asks them if they are having a good time. They all react dryly, "Yes!" Jerry Colonna reacts in excitement to the act and utters his catchphrases "Guess who?", and the camera reveals an invisible character next to him: "Yehudi!"
Finally Harpo Marx shoots the bubble with a slingshot. The bubble explodes and Sally Rand is shown wearing a barrel underneath. The conga stops and Gable who has finally caught the girl he was chasing. "She" turns out to be Groucho Marx in drag.
- Claudette Colbert
- Don Ameche
- Adolphe Menjou
- Norma Shearer
- Cary Grant
- Greta Garbo
- Edward G. Robinson
- Ann Sheridan
- Johnny Weissmuller
- Paulette Goddard
- Sally Rand
- James Cagney
- Humphrey Bogart
- George Raft
- Harpo and Groucho Marx
- Clark Gable
- Bing Crosby
- Leopold Stokowski
- Jimmy Stewart
- Dorothy Lamour
- Tyrone Power
- Sonja Henie
- Boris Karloff
- The Three Stooges
- Oliver Hardy
- Cesar Romero
- Rita Hayworth
- Mickey Rooney
- Judy Garland
- Lewis Stone
- Kay Kyser
- William Powell
- Spencer Tracy
- Ronald Colman
- Errol Flynn
- Wallace Beery
- C. Aubrey Smith
- Peter Lorre
- Henry Fonda
- J. Edgar Hoover
- Boris Karloff
- Arthur Treacher
- Buster Keaton
- Mischa Auer
- Ned Sparks
- Jerry Colonna
- Lou Costello
- When this short aired on the former WB network, two parts concerning cigarettes and playing with matches were cut: one where Greta Garbo (working as a cigarette girl) uses her large shoe to light Cary Grant's cigarette, and another, where Harpo Marx sticks matches in Garbo's shoes and lights them (the "hot foot" gag seen in many classic theatrical cartoon shorts), with Garbo slowly reacting to the pain.
- Two scenes were cut from the 1948 Blue Ribbon reissue (which is the version that airs on television and is included in official and unofficial home video releases):
- The first was Gary Cooper (who is insanely tall) and Shirley Temple (who is insanely short) dancing during the conga sequence.
- The second was the original ending. According to Bob Clampett's widow, Sody, Bob told several historians that after Groucho said "Well, fancy meeting you here!" (which is where the cartoon ends on most current versions in circulation), Clark Gable said something along the lines of "Awwwww well, I still want what's comin' to me, and I'm a-gonna get it!" before kissing Groucho Marx anyway. Sody recalled that Clark Gable himself demanded the joke be removed because he was worried that it would hurt his reputation and career.
- All Grant's jokes are references to some of his films, except The Front Page which does not star Grant, but was remade as His Girl Friday in 1941, a film that does star him.
- Jokes about Crosby's horse racing betting passion would be referenced in other Looney Tunes cartoons as well, such as "The Old Grey Hare".
- Mickey Rooney played the small town boy who always got into trouble with money and girls in the Andy Hardy film series; Lewis Stone played Andy's father, Judge Hardy; Judy played his girl, Friday.
- Henry Fonda being called by his mother is a reference to The Aldrich Family.
- All of the male celebrities except for Jerry Colonna, who was voiced by Mel Blanc, were voiced by Kent Rogers.
- Scenes that featured actresses Bette Davis and Katharine Hepburn were cut before the release of this short even though there was a scene that featured a table reserved for Bette Davis.
- Library of Congress, Copyright Office (1969), Catalog of Copyright Entries: Motion Pictures and Filmstrips (Parts 12-13), Wikimedia Commons.