Two sailors on shore leave in San Francisco get involved with two women with different intentions and results. One (Fred Astaire) wants to reunite with the dance partner (Ginger Rogers) who turned his offer of marriage down, the other (Randolph Scott) catches the eye of a school teacher (Harriet Hilliard, later known as Harriet Nelson) but he doesn't want to be tied down. Though its plot (it's based on a 1922 play) is derivative, this is one of the most thoroughly enjoyable of the Astaire & Rogers vehicles. The big bonus is the melodic and clever Irving Berlin score which includes such gems as Let Yourself Go, I'm Putting All My Eggs In One Basket and one of their signature numbers, Let's Face The Music And Dance. The rather dull romantic plot with Scott and Hilliard makes us appreciate the sass and verve of the Astaire & Rogers pairing all the more. Hilliard, unfortunately, is saddled with one of those annoying clinging vine roles chasing after a man who's not only not interested but treats her like crap. Directed by Mark Sandrich (who did five of the Astaire & Rogers films). With Lucille Ball, Betty Grable and Astrid Allwyn.