The Stooges are small time song-and-dance performers who are having trouble rehearsing due to loud tapping that is going on one story above them. When they go to give the rowdies a piece of their mind, three lovely ladies named Flo (Lindsay Bourquin), Mary (Laverne Thompson) and Shirley (Betty Phares) come to the door. It turns out the girls are performing their tap dance routine. The six become friends and go to a talent agent, Manny Weeks (John Tyrrell), to show of their stuff. However, he is at first unimpressed with the Stooges' act, but hires them anyway to perform at the Noazark Shipbuilding Company to entertain defense workers.