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During the 1920's in the heyday of vaudeville, Rose, an aggressive and domineering woman, vows to make stars of her two young daughters, June and Louise. Aided by Herbie Sommers, an agent who has fallen in love with her, she secures for June some bigtime circuit bookings, while the seemingly less talented Louise remains in the background. As the years pass, however, June becomes too old for her mother's childish act, and she decides to go it alone. Rose shakes off the initial hurt and concentrates on making a star performer out of Louise. But talking pictures have led to the decline of vaudeville, and bookings are scarce. Consequently, the troupe ends up at a third-rate burlesque house in Wichita. Rose is at first violently opposed to her daughter's working in such a place, but she finally acquiesces. One of the strippers is arrested for shoplifting, and the once demure, shy Louise becomes her replacement. Fame is quick to follow, and as Gypsy Rose Lee she becomes the highest paid star in burlesque. Rose still tries to run her daughter's life, but Gypsy is determined to do things her own way, and mother and daughter have a falling out. Following a violent quarrel, Rose walks onto an empty stage and cries out her frustrations to a deserted theater. After listening from the wings, Gypsy embraces her mother, and the two are reconciled. Songs : "Let Me Entertain You" ("Baby" June, "Dainty" June, Louise); "Some People," "Small World," "Everything's Coming Up Roses," "Rose's Turn" (Rose); "You'll Never Get Away From Me" (Rose & Herbie); "Mr. Goldstone" (Rose & chorus); "Baby June and the Newsboys" ("Baby" June); "Little Lamb" (Louise); "Dainty June and Her Farmboys" ("Dainty" June); "If Mama Was Married" (Louise & "Dainty" June); "All I Need Is the Girl" (Tulsa & Louise); "Together Wherever We Go" (Rose, Louise & Herbie); "You Gotta Have a Gimmick" (Tessie, Mazeppa & Electra).