With the California Gold Rush beginning, Senator Frost's singing daughter Caroline loves a young army officer; the Senator can't stand him, and has him sent to California. Headstrong Caroline follows him by train, riverboat, and covered wagon, gaining companions en route: a vagrant Russian prince and gambler Johnny Lawlor, who just might take her mind off the army.

Cast: Deanna Durbin, Robert Paige, Akim Tamiroff, David Bruce, Leonid Kinskey, June Vincent