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When two Chicago musicians, Joe and Jerry, witness the the St. Valentine's Day massacre, they want to get out of town and get away from the gangster responsible, Spats Colombo. They're desperate to get a gig out of town but the only job they know of is in an all-girl band heading to Florida. They show up at the train station as Josephine and Daphne, the replacement saxophone and bass players. They certainly enjoy being around the girls, especially Sugar Kane Kowalczyk who sings and plays the ukulele. Joe in particular sets out to woo her while Jerry/Daphne is wooed by a millionaire, Osgood Fielding III. Mayhem ensues as the two men try to keep they true identities hidden and Spats Colombo and his crew show up for a meeting with several other crime lords.
Two struggling musicians witness the St. Valentine's Day Massacre and try to find a way out of the city before they are found and killed by the mob. The only job that will pay their way is an all girl band so the two dress up as women. In addition to hiding, each has his own problems; One falls for another band member but can't tell her his gender, and the other has a rich suitor who will not take "No," for an answer.
Joe, the saxophone player, is Josephine in the all girls band that he joined with Jerry, the bass violin player, to be one step ahead of the mob after witnessing the 1929 St. Valentine's Day Massacre in Chicago. After a train ride that sets a record for number of people in an upper berth, they are In Miami. Joe decides to be the man of Sugar Kane's dreams and invites her out to a yacht he doesn't have. But he can use Osgood Fielding's yacht if Jerry -- as Daphne -- will keep Osgood dancing. The pace gets even giddier when the Chicago mob arrives in Miami for a convention.
In 1929, in Chicago, musicians and friends Joe and Jerry flee from the night-club where they are playing during a police raid. Without any money, they seek a job position for saxophone and bass players in another band and they are invited to play in a concert for one night only in a distant town. Joe borrows the car of a former girlfriend to travel and when they arrive in the parking garage, they witness the "Saint Valentine's Day Massacre" led by the infamous mobster Spats Columbo. The criminals discover Joe and Jerry hidden in a corner and when the killers are ready to execute them, they succeed to escape. Joe and Jerry disguise themselves, dressing like women and they head to Florida by train with an all-girl band using the names of Josephine and Daphne. They get close to singer Sugar Kane Kowalczyk and Joe falls in love with her but she believes he is a woman. Meanwhile the millionaire Osgood Fielding III harasses Daphne inviting her to visit his yacht. When Spats and his henchmen arrive in the same hotel where Joe and Jerry are lodged for a mafia convention, the two musicians feel that they are in a dangerous situation.