Night in an old mill is dramatically depicted in this Oscar-winning short in which the frightened occupants, including birds, timid mice, owls, and other creatures try to stay safe and dry as a storm approaches. As the thunderstorm worsens, the mill wheel begins to turn and the whole mill threatens to blow apart until at last the storm subsides.

Broadway director Julian Marsh needs just one more hit show so he can retire and recover his health. It looks like he just may pull it off until temperamental star Dorthy Brock breaks her ankle on the eve of the show's premiere and has to be replaced by her understudy Peggy.