Ambitious stage mother Rose Hovick (Bette Midler) wants desperately for her daughter, June (Jeffrey Broadhurst), to become the vaudeville star she never was. With the help of savvy but kind-hearted agent Herbie Sommers (Peter Riegert), Rose realizes her aspirations for June, but when her new star rebelliously elopes, June's shy sister, Louise (Cynthia Gibb), reluctantly steps into the spotlight, transforming herself into the legendary burlesque star Gypsy Rose Lee.