Jerry Flynn (Cary Grant) has to come up with $100,000 within a week to keep his theater. By chance, youngster Arthur "Pinky" Thompson (Ted Donaldson) shows him "Curly" (the original title of the film), a caterpillar that gets up on its tail and dances when Pinky plays "Yes Sir, That's My Baby (song)" on his harmonica. Pinky refuses to let Jerry buy his friend, so they become partners. The boy is an orphan being raised by his showgirl sister Jeannie (Janet Blair), so he soon becomes very attached to Jerry, as does his sister.
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