It's 1927 and the 42nd Street Orphanage for Girls in New York is a bleak place. The McGrew Sisters, who head the orphanage, are mean and stingy to the teenage girls in their charge. Enter a new orphan, young Ginny Hobbs, with a trunk full of "magic" -- costumes and props from the vaudevillian circuit her late parents used to work. As the girls perform a few skits, two con artists form a plan. They'll get the girls to do an original show called "Broadway Lullaby," get it fully insured, and when it flops, collect all the money. But the girls have other plans!