Ruled over by tyrannical, control-freak cruise director Gil Godwyn ("a song and dance man raised on a military base"), they do their best, despite Charlie's not actually being able to dance. Each meets a lady of interest. One is the luscious heiress Liz LaBreche, whose wealth attracts Charlie every bit as much as the rest of her does even though her wealth isn't real. The other is lovely widow Vivian who was a successful book editor and who is under the impression that Herb is really a doctor, not a dancer. Vivian came on board on the ship with her daughter and her newlywed husband to help her start dating again. After finally telling her the truth, Herb soon finds himself quite attracted to Vivian, and eventually the feeling becomes mutual. However, Herb is still very much in love with Susie which conflicts his very growing feelings for Vivian, leading him to eventually stand her up on the day that they were supposed to view the rare solar eclipse together. Charlie doesn't know that Liz is broke and came on board the ship to land a rich man.