Ventriloquist Jerry Etherson is performing his act in a smoky nightclub with his dummy Willie. Willie threatens to resign and notes he could be a better ventriloquist. Willie starts impersonating Jerry's voice and projecting his voice onto Jerry. The audience, impressed showers Jerry with applause. Jerry wraps up his act as Willie notes that the audience will see some real class once he ditches Jerry, and calls out that he's being kidnapped. As Jerry covers Willie's mouth, the dummy seemingly bites his hand.
Jerry gets to his dressing room and considers the bite mark on his hand. He sees Willie watching him in the mirror, but when he turns to the dumy it's facing away from him. Jerry pours a drink and finds Willie watching him again. His agent, Frank, comes in and congratulates Jerry on his act then notices he's drinking against his promise. He wonders why Jerry is still a second-rate performer when he could be a class act. He tries to warn Jerry that it could be different but Jerry says that he drinks because he has to, and he has to get rid of Willie. Jerry says that he knows what the psychologists say about how he's unable to separate himself from his dummy, but insists that Willie is alive. Frank tosses Willie on the couch and tells Jerry that he's through covering for him for all the performances he's run out on but he's had enough and Jerry is never going to overcome his imagination. He gives Jerry 24 hours to get rid of the bottle and his obsession about Willie being alive. Jerry still insists that Willie is alive, then picks up another dummy and says he knows the difference. He decides to get rid of Willie and come up with a new routine. Frank warns that Jerry has an act in a half hour and he won't cover if Jerry isn't out there. After Frank leaves, Jerry practices with his new dummy Goofy and starts to regain his self-confidence. However, he glances over at Willie who winks at him, and Jerry throws his make-up mirror at him.
As Jerry heads for the stage, the chorus girls ask him for a demo but he walks up on stage as Willie yells out to them. Jerry goes into his act and it goes well at first. As Goofy goes into a song, Frank talks to the owner, Georgie, who complains that he prefers Willie. Georgie wonders why Jerry doesn't socialize with the customers and tells Frank to have his client mingle. Jerry wraps up his act and flirts with the chorus girls backstage, then gets to his dressing room and puts Goofy on the couch and puts Willie in the trunk and locks it. Frank comes in and tells him about Georgie's request and when Jerry refuses, Frank tells him he's quitting. Jerry says he's leaving without Willie but Frank warns that he's going to have to face his problems at the source. Jerry says they'll see and leaves with Goofy.
But as he heads for the door he hears Willie asking if he's going to leave him in the trunk. Jerry dismisses it as imagination and goes out into the alleyway, but hears Willie talking again. A couple of chorus girls come out and wish him good night, and Jerry leaves as Willie's laughter pursues him. He sees Jerry in the shadows and the dummy asks him if he's forgetting someone. One of the chorus girls, Noreen, comes boy, and Jerry desperately asks her out for a drink. When he starts rambling about voices, she runs away and Willie laughs again. Jerry runs back to the stage where Willie keeps mocking him. Jerry runs into his darkened dressing room, takes out Willie from the trunk, and smashes him to pieces. However, Jerry gets control of himself and realizes that he's smashed Goofy. Willie is on the couch and starts talking to Jerry, saying that the ventriloquist made him receive. Willie starts laughing as Jerry bows his head in submission.
Later in Kansas City, a M.C. at a night club introduces Jerry and Willie. The curtain opens to reveal... Willie, now a human ventriloquist. He's using a dummy that looks like Jerry.
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