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| Benny Goodman | Himself |
| James Cardwell | Johnny Birch |
| Linda Darnell | Trudy Wilson |
| Jack Oakie | Popsy |
| Lynn Bari | Pat Stirling |
| Allyn Joslyn | Lestern Barnes |
| John Campbell | Dixie Zang |
In Chicago, Johnny Birch's brother steals the clarinet of swing bandleader Benny Goodman to force him to hear Johnny play trombone. Impressed by Johnny's talent, Benny offers him a spot in the band. On the train to their next gig, Johnny meets and is smitten by Pat Sterling, the band's flirty lead singer. Concerned by Johnny's naiveté, Benny introduces him to Trudy Wilson instead -- who Johnny mistakes for a teenager and snubs.
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