In her dormitory room, a drunkenly mixed-up ("high") Jean tells her room-mate about her "wonderful" evening: "It was wonderful. The view was wonderful. The supper was wonderful...And Harcourt is wonderful...(My name) It's going to be in letters that big. No, that big...And he's gonna divorce his wife and marry Galatea...She's a statue. She should never have gotten married in the first place. But it's going to be wonderful...Harcourt's going to marry Galatea and we're all going to live together in a great big sign. And I feel terrible."

The next morning, Linda makes sure to mention to Jean that she saw "Mr. Powell at the Colony Bar this afternoon with another young lady. However, you've done much better than I expected. I didn't think you'd last this long." Another seduction scene - with Terry this time in Jean's position - is prefaced again by the same incense-burning figure and vase of flowers. Terry, wearing a black evening gown with bands of gold on the collar and sleeves, has been offered the lead role in Enchanted April by the producer - a play backed by his secretive, mysterious client [Terry is unaware that financial backing and casting has been arranged by her father.]:

Powell: Every actress on Broadway has begged to play the part of Jeanette. As a matter of fact, it's one of the best parts ever written. (He dims the lights to make the atmosphere "more restful" but Terry feels "rather uncomfortable" instead.)...Why don't you relax and let me tell you the story of the play?...The scene opens on Long Island. It's a beautiful, beautiful day in spring. (He sinks down next to her on the floor to begin his familiar routine.) And Jeanette - that's the character I want you to play - is broken-hearted. Her husband is about to leave her.
Terry: Are you sure that you brought me here to discuss the play?
Powell: Why do you ask?
Terry: Well, I'm a rather suspicious person.
Powell: You want to be a star, don't you?
Terry: Hmm, mmm, under the proper circumstances. (patting the couch seat) Why don't you sit back on the couch and be more comfortable?
Powell: Would you like to see your name blazing across the horizon in letters?
Terry: In big letters, but it's got to be a good-sized sign. I'm used to that. So's Jean Maitland.
Powell: What's she got to do with it?
Terry: Are you in love with her?
Powell: No.
Terry: I thought so.
Powell: She's just a little girl in whom I took an interest. As a matter of fact, she's becoming more or less of a pest.

Terry knows that Jean is still infatuated with Powell, but the dictatorial producer has acted cruelly toward her. After more antagonistic questions, he accuses Terry of being "a district attorney" and threatens to take back his acting offer: "Do you want to play this part or don't you?" She strolls away, lights a cigarette, and asks about his underlying motivations in choosing her: "How do you know that I can act?...because I've never been on the stage." Skeptical, she tells him that she is an "unemotional" person, and doesn't want to be molded into a role, but prefers acting with her brain:

Powell: Now, whether you were acting in my office or no, you did show fire and emotion and that's what I need in this part.
Terry: But I'm not an emotional person.
Powell: You will be when I get through with you. I'll mold you into one.
Terry: I don't want to be molded. I believe in acting with my brain.

When Jean crashes into the penthouse, outraged that he's seeing another woman after speaking to Linda, she asks: "Have you got a woman in this apartment?" She finds her tipsy room-mate, in a "frame-up," posed in a languid sprawl on the floor in a compromising position: "So it's you!" Even though she is jeopardizing her friendship with her roommate, the contriving Terry has designed the scene to make Jean break her liaison with the no-good producer. Powell anxiously explains that Terry came up to his place "to sign a contract to do a play." Dashed, hurt, and jealous, Jean breaks her relationship with both of them, returns Terry's red fox cape, and admonishes her never to borrow items of clothing from her again:

(To Powell) I thought I was in love with you, but I see my mistake now. I only went out with you in the first place to spite Linda...(To Terry) You double-dealing, double-crossing...My own room-mate and you preach ideals. You and your grandfather...preaches ideals so she can chisel when my back is turned. Well, you can take your old red fox cape. I'll never borrow another thing from you as long as I live. And don't try to borrow anything from me either...I hope you two snakes will be very happy together.

After Jean storms out, Terry explains why she deliberately manipulated Jean. And she accuses the blowhard producer of being a bachelor and posing as a married man to avoid entanglements with female consorts:

Terry: In the first place, I like her.
Powell: She won't like you very much after this.
Terry: Oh, she'll see the light in time.
Powell: You mean you'd jeopardize your own reputation. Aren't you a kind of a Girl Scout?
Terry: Just a girl who uses her brain. Anyway, I wanted to show you that I can act.
Powell: You are a faker.
Terry: Oh, we're both fakers. Isn't faking the essence of acting?
Powell: Well, it may apply to actors, but it does not apply to me.
Terry: You - you're a bigger faker than I am.
Powell: That's libel.
Terry: Not if I can prove it.

She reaches for evidence of his fakery - the photographs of his supposed wife and son. The boy's picture "has been used to advertise a certain military academy for a great number of years...(I know) because my brother went to that academy." And the photograph of his wife: "She's done a lot of posing for the face powder ads, I believe." After being exposed and having his marriage neutralized, Powell admits:

My friend, you have just broken up a very, very convenient marriage.

Inexplicably, they shake hands together, and Powell further discusses the plot of the play to his chosen actress.

In a darkened Footlights Club, the girls hold a surprise birthday party for Kaye. With confetti flying, party hats, and horns, they escort her to a cake with one candle on it. "The guest of honor" is touched by their generosity, and makes a wish - to play the lead in Enchanted April - before blowing out the flame. In the midst of the party frivolity, Catherine announces that Terry Randall has landed the part that should have gone to Kaye, an actress with real talent. She is crushed and brokenhearted, but tearfully, generously and graciously concedes that Terry deserves her "moment in the theatre" - and then collapses melodramatically while cutting her cake:

She (Terry) hasn't harmed anyone...It wasn't my part because I wanted it. Last year, I took a part away from a girl who wanted it...It isn't different. Isn't there enough heartache in the theatre without our hating each other? I'm crying because I'm happy. I've had my moment in the theatre and I think Terry deserves her chance. If you say anything to her, that won't get the part for me, will it? There's going to be other parts in other plays. This is my birthday and I'm going to be happy.

The scene cuts to stage rehearsals for Enchanted April, where Terry rehearses for her first Broadway play role as the "broken-hearted" Jeanette. She misses her cue, continually argues with the stage director (Frank Reicher), and finally delivers her famous entrance line [dialogue taken from Hepburn's flop 1933 Broadway play The Lake]:

The calla lilies are in bloom again...

But the words are delivered by the amateur actress in a wooden monotone, and she is criticized by the Pulitzer Prize-winning playwright (Jack Rice): "You might learn to read it correctly. That would help...I refuse to sit quietly by and see my play butchered." She also defensively yells back at Powell, who insists that she follow instructions from the director: "Well, what am I supposed to do? Walk around like a puppet or use my intelligence?...If you think I'm so terrible, why did you hire me for the part?" Exasperated, Powell considers releasing himself from his contract with Carmichael to put Terry Randall on the stage: "I've got to get out of this contract somehow...She may have possibilities, but right now, she's a rank amateur about as emotional as a fish and she's useless in the bargain. She questions everyone - the director, the writer, the actors. I don't see how this play is going to be anything but a flop." [The strategy of Terry's father appears to be working - her opportunity to fail as an actress will subsequently force her to return home and find a more conventional career.]

"Free tickets" are distributed to the girls in the boarding house to fill the house for the opening night of Terry's play performance. According to the cynical Eve: "She wanted to be sure someone was in the audience." Jean is reluctant to contribute to the collection for her room-mate's flowers: "I'll give a dollar if it's for her funeral." Eve again wise-cracks that she will miss the opening night: "I'm going tomorrow and catch the closing," but Jean wouldn't miss it for anything: "As long as she's gonna be a flop, I'm gonna be there and see it." Linda explains the motivation for Jean's hatred: "She's sore because Terry took my boyfriend away from her...tired little boyfriend."

Upstairs in her room only an hour before curtain time on the rainy opening night, Terry nervously practices (and forgets) her lines with Catherine, her acting coach. Although an overwrought, sickly Kaye has been instructed by her doctor to "stay in bed," she stops by, encourages Terry, and thoughtfully makes some suggestions about how to play the part: "It's not a play. It really happened to someone I knew...This isn't just your night. It's my night too. You've got to be a success tonight. You've got to give a great performance no matter what happens." As they part, Kaye gives Terry a ring for good luck: "A girl gave it to me last year on my opening night and it brought me luck...I'll be there, in spirit."

In an unforgettable, award-winning scene, a depressed Kaye slowly walks up a staircase to the imagined sounds of applause from an opening night audience - - before committing suicide by throwing herself from the roof - off-screen. [The scene anticipates Gloria Swanson's mad descent down the stairs in the conclusion of Sunset Boulevard (1950).] A distraught girl rushes into the living room: "Oh - Kaye. She jumped before I could stop her. She's lying out there in the rain."

As a "packed house" of play-goers is seated at the play, Powell expects the worst: "They don't know what's in store for them...We're likely to be trampled to death when they start running out." Backstage in her dressing room, Terry has just been accused by a grieving and angered Jean (holding an umbrella motionless between her hands) that she is responsible for her boardinghouse friend's death:

Catherine: Poor darling, you shouldn't have told her. She isn't responsible for Kaye's act.
Jean: She is responsible. It was Kaye's part. It was Kaye's life, but now it's too late. Kaye is dead...Kaye who never harmed anyone. It's all because she (Terry) hasn't any heart, because she's made out of ice...I'm gonna go sit out front because Kaye asked me to be there. And every line that she reads, I'm gonna say, 'That should have been Kaye's line.' And every move you make, I'm gonna say, 'That should have been Kaye.' Kaye - who is lying in a morgue all broken and alone. And I dare ya to go on tonight.

With a quivering lip, Terry is shocked and shattered into humility and wracked with guilt. She refuses to go on, and wails: "I've got to get out of here. I'm not going on...Why didn't someone tell me? I would have given up a thousand times rather than have this happen. I'm going to go out there and tell them I'm not going to go on. And I'm going to tell them why." Her coach convinces her that the show must go on:

Catherine: You can't think only of yourself. Kaye's dead. You had nothing to do with that. And there are fifty million people depending on you. This show may mean as much to them as it meant to Kaye. The ushers, the property men, the old women who clean out the theatre. Each one of them has the right to demand that you give as good a performance as you can. That's the tradition of the theatuh.
Terry: No, hang the tradition of the theatre! I'm thinking of Kaye.
Catherine: Very well then, think of Kaye. Are you going to let her down? You've got to give the performance she wanted you to give. Then perhaps wherever she is, you may bring her peace.

With three minutes until opening curtain time, Catherine dries Terry's eyes, persuades her to perform, and guides her forward. Calla lilies are placed in her hands, and she carries them with Kaye's suggested interpretation. In the film's memorable climax, Terry delivers the same lines, but now in a heartfelt, moving, 'broken-hearted' performance with heightened meaning and ad-libbed additions:

The calla lilies are in bloom again. Such a strange flower, suitable to any occasion. I carried them on my wedding day, and now I place them here in memory of something that has died...Have you gathered here to mourn, or are you here to bring me comfort?...(She touches the ring on her finger given to her by Kaye) I've learned something about love that I never knew before. That I never knew before. You speak of love when it's too late. Help should come to people when they need it. Why are we always so helpful to each other when it's no longer any use?...This is my home. This is where I belong. Love was in this house once, and for me it will always be here, nowhere else...One should always listen closely when people say goodbye because sometimes they're, they're really saying farewell.

Following the play that's gone "over big," she also presents an affecting curtain call speech in a spotlight, filmed at a distance from partway back in the theatre hall (to make her appear as a small figure). Her simple words of tribute move her appreciative audience to tears, shown in cutaways to various faces:

I suppose that I should thank you on behalf of the company - and I know that I'm grateful to you for your applause. But I must tell you that I don't deserve it. I'm not responsible for what happened on this stage tonight. The person you should be applauding died a few hours ago. A young and brilliant actress who could no longer find a spot in the theater, and it was for her more than for anyone else that I was able to go on. And I hope that wherever she is, she knows and understands and forgives.

As the patrons leave the theatre and Terry is acclaimed as a "sensation," Powell learns that the "guy with Carmichael is her father...He's nobody but Henry Sims, the Wheat King." Opposed to his daughter's career, Sims is disappointed that he may lose his daughter to an acting career: "This hasn't worked out the way I expected." Elsworth (Theodore von Eltz), a critic assesses Terry and notes her "strange," haunting qualities: "She has rather a strange quality. Reminds me very much of that girl you brought out last year...What was her name?...yes, Miss Kaye Hamilton." Catherine congratulates her star pupil:

Catherine: It's only after we have suffered we can make the audience feel with us.
Terry: Does someone have to die to create an actress? Is that what the theatre demands?
Catherine: It takes more than greasepaint and footlights to make an actress. It takes heartbreak as well.

Touched by Terry's performance, Jean returns to her dressing room to affectionately embrace, cry, and respectfully commiserate with her new-found friend about Kaye's death: "Don't try to say anything. We'll go to her...We're going to see Kaye...." To avoid "the press, photographers," Powell's loud accolades and more "reporters, society editors," they leave arm-in-arm by the back door.

Triumphantly, Terry's name is emblazoned in large, lettered lights on a marquee as the play moves into its fourth month. Audiences continue to pack the theatre, and newspaper critics write that the star has remained at the club: "Terry Randall, Eccentric Debutante Continues to Live at Footlights Club." Life goes on in similar fashion at the Footlights Club with the girls pursuing their careers. Judy is moving to Seattle to settle there with her husband: "If any of you hams happen to come up to Seattle, the house of Milbanks is always open to you." Jean and Terry pair up to carry her over the threshold of the front door to an awaiting taxi. The film ends with their concluding, bittersweet comments about their friend's departure, and their own lonely, but independent career tracks:

Jean: Poor kid. Why she hated to leave a dump like this is a mystery.
Terry: Oh, I know how she feels. To me it would be like leaving the house where I was born.
Jean: At least she'll have a couple of kids to keep her company in her old age. And what'll we have? Some broken-down memories and an old scrapbook which nobody'll look at.
Terry: We're probably a different race of people.
Jean: Maybe. Tonight, I feel like sitting out in the moonlight having somebody hold my hand.

The front doorbell rings and a new, aspiring actress with a suitcase arrives and inquires about accommodations - to begin the cycle of the film all over again. [The conclusion anticipates the finale of All About Eve (1950).] Meanwhile, Jean phones Bill to ask for a date, while Terry cautions her about abandoning her career and finding romance with a man: "Don't be sentimental. Remember, you're a ham at heart." When Linda walks by her on the stairs, Jean wisecracks: "Hold on, gangrene just set in." The film fades out as Mrs. Orcutt leads the new girl around: "I think you'll like it here. We're one big family..."