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In Vienna, Lieutenant Nikolaus "Niki" von Preyn falls in love with violinist Franzi at a beer garden, although his married friend Max has had his eye on her. Not long after, Niki convinces Franzi to stay with him through breakfast, and they are caught up in a happy romance. When the King of Flausenthurm arrives in Vienna with his homely and sheltered daughter, Princess Anna, Niki turns out with the guards in the street. He smiles and winks at Franzi, who is across the street, just as the carriage passes, and Anna believes the smile was meant for her and that he was making fun of her. This incident makes the headlines, and Niki is called before the king for disciplinary action. Noting that the king is easy prey to flattery, and realizing that telling the truth would be of no help, Niki claims that he smiled at Anna because he found her beautiful, and because of this, forgot his duty. Thrilled by his flattery, Anna forgives him, and the king appoints him to be his main adjutant while in Vienna. In the evening, Niki returns to Franzi, and when she shows signs of jealousy with regard to the princess, Niki honestly admits he does not even remember the color of Anna's hair. While he and Franzi reaffirm their love for each other, Anna is giving her ladies-in-waiting a glowing account of Niki. Anna begs her father to allow her to marry Niki, threatening to marry an American if he does not, and after getting approval from his cousin, the Emperor, the king gives his consent. Much to Niki's surprise, Adjutant Von Rockoff appears at Niki's apartment and informs him that, although he is not allowed to propose to the princess, he is to be married to her. When Niki attempts to protest the marriage, the emperor himself congratulates him and he realizes he is stuck. Dejected, Franzi takes her lingerie, sheet music and violin and leaves Niki's apartment, but leaves behind a garter and a note saying, "It was lovely while it lasted." Niki and Anna are married and move to Flausenthurm, but Niki is too miserable to consummate the union, and Anna spends most of her time playing checkers with her father. One day, Niki discovers that Franzi has come to Flausenthurm with her all-girl orchestra, and has her unofficially arrested so he can spend time with her. Anna becomes aware of the affair and calls Franzi to the palace to meet her. Both women sob over their predicament, but Franzi takes pity on Anna and tries to bring her into the modern age by introducing her to sexy lingerie, jazz music and a new hair style, among other things. The women part as friends, and Franzi leaves Flausenthurm for good. Hearing lively jazz music in the palace, Niki rushes downstairs to find Anna transformed, and unable to believe his eyes, he checks the liquor bottle from which he was drinking, takes another drink and returns to Anna. Convinced of her new beauty, he tosses the checkers board onto their bed, and the newlyweds finally head for a good game.