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Two penurious musicians, Joe and Jerry (Tony Curtis and Jack Lemmon), witness what looks like the Saint Valentine's Day massacre of 1929. When the Chicago gangsters, directed by 'Spats' Columbo, (George Raft) see them, the duo flee for their lives. They escape and decide to leave town, only to find the sole out-of-town jobs available are in an all-girl musical band headed to Florida. The two disguise themselves as women, calling themselves Josephine and Geraldine (later Jerry changes his pseudonym to Daphne), join the band and board a train. Joe and Jerry both become enamored of "Sugar Kane" (Marilyn Monroe), the band's vocalist and ukulele player, and struggle for her affection while maintaining their disguises.

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