After losing nearly all of an inheritance to taxes, sisters Kay and Barbara Latimer, waitresses at a drive-in restaurant in Texas, scheme to find rich husbands. With the aid of their aunt Susan, the sisters take the last of their money and head to a well-known Miami resort where they soon meet two wealthy young men, Phil and Jeff, who begin a fierce rivalry for Kay, not realizing that Barbara has fallen in love with one of them.

Directed by: Walter Lang
Written by: Vincent Lawrence & Brown Holmes
Runtime: 91 minutes
Tagline: POOR GIRL'S PARADISE! Two sisters storm the Miami Millionaire Colony!
Cast:
Don Ameche Don Ameche
Phil O'Neil (Credits) / Phil 'Mac' McNeil 
Betty Grable Betty Grable
Kathryn 'Kay' Latimer, also called Miss Adams 
Robert Cummings Robert Cummings
Jeffrey 'Jeff' Boulton II 
Jack Haley Jack Haley
Jack O'Hara 
Carole Landis Carole Landis
Barbara Latimer, aka Miss Sears 
Charlotte Greenwood Charlotte Greenwood
Aunt Susan 'Sue' Latimer