Maggie, a headlining comedienne with the Follies, takes a fall off the stage into the orchestra pit and lands on the drum of musician Al Cassidy. One thing leads to another, they fall in love and get married. Al becomes a famous songwriter and Maggie stays home and has children. One day Al is hired to write a big number for Selma Larson, one of the Follies' most beautiful stars, and falls for her.

The King of Illyris marries a neighboring princess, who finds out he has a mistress, Sephora. Revolted, she turns to Prince Alexei for friendship. Turmoil increases as a revolution demands the abdication of the King and the Queen opposes this decision.