Lilian Harvey plays a young heiress in long-ago France named Madelon who is raised by her grandfather as a boy in order to frighten away fortune hunters. But when the old man dies, her guardian Cesaire wants to marry her off to the rich prefect Barberousse. She is tricked by Cesaire with the portrait of a young man (Viktor von Staal) which is presented to her as that of her future husband. But when Madelone discovers this scheme she flees, again in men's clothing. But on her route to escape, she meets the young man from the portrait and falls in love with him. But Madelone can't give up her disguise right now...
Using the backdrop and excitement of a local carnival, this soundie short features four different and unique acts, from the fast talking carnival barker (Clyde Hager) and the singing of Jon Peerce to the great jazz music of the Cotton Club Tramp Band and a tap dance routine performed by Three DeLovelies.
Three mice run, cavort, sing and dance around in the stores and restaurants a big city at night. They wind up in a café for an early-morning snack and stocking up on food provisions before they return to the safety of their den beneath a man-hole cover in the street.