Educated fleas in this vale of tears: the marriage of Cole Porter and his wife, Linda, told loosely as a three-act review with Porter watching. In act one, Porter and Linda meet in Paris, fall in love and marry with her knowledge of his being gay; on to Venice and New York, where parties, music, and their love lead him to decide to compose professionally. Act two is New York and Hollywood, where success awaits, as do an increasing number of young men who take Porter's attention from Linda and leave her lonely and apart. Act three begins with a crippling accident that brings Linda back to Porter's side, their attentiveness to each other renewed in his pain and her illness.

Cole and Linda's Hollywood home was also the Martin residence from Bicentennial Man (1999).

Cole Porter:
If I can survive this movie, I can survive anything.

Continuity: After the conclusion of "Let's Do It (Let's Fall In Love)" Linda reaches into her purse twice to give Cole his cigarette case.

(1937)
Performed by Kevin Kline and Ashley Judd
Music and Lyrics written by Cole Porter
Music Published by Warner Bros. Inc./Chappell & Co, Inc. (ASCAP)
Produced by Stephen Endelman and Peter Asher