Fred Astaire, Vera-Ellen and Red Skelton star in this musical biography based on the lives and career of one of the United States' greatest songwriting teams--Three Little Words. From the moment they meet, lyricist and vaudeville star Bert Kalmar (Astaire--Silk Stockings, Easter Parade, Top Hat) and piano player and song huckster Harry Ruby (Skelton--"The Red Skelton Show") are destined for great things. The two have nothing in common except, together, the ability to craft chart-topping songs and the lifelong friendship that grows between them. Now, through work, women, setbacks and success these two reach the heights of their profession and overcome a rift that threatens to divide them forever.