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Naval seamen "Bake" Baker and "Bilge" Smith's ship has just docked in San Francisco. Bake eventually wants to return to his pre-military life as a dancer, while Bilge wants to become an officer eventually to command his own ship, either in or out of the navy. But their immediate thought for liberty is the opposite sex. Bake wants to reconnect with his former dance partner Sherry Martin, she having turned down his previous proposal of marriage in fear of marriage negatively affecting her dance career. Bake discovers that Sherry's career isn't going as well as he thought in she performing in a second-rate dance hall. So Bake wants to help her with her career in part to show her that he still loves her. Meanwhile, Bilge has a shorter term goal in his female conquest, and thinks he's found her in the form of Sherry's straight-laced sister, music teacher Connie Martin. Their pairing seems even more natural in she having a background and interest in seafaring. But Bilge begins to lose interest in Connie when she talks about marriage, Bilge instead turning his attentions to Sherry's divorcee socialite friend, Iris Manning, who just wants to have fun. However, Bilge may not want to admit to himself that he has fallen in love with Connie. The personal goings-on with these groupings will be affected in part by Bake and Bilge's obligations to the navy.