An animation, live-action feature consisting of seven sequences. Once Upon a Wintertime: a picture told with music and a song by Frances Langford about a boy and girl's sleighing and skating outing in the 1800's. Rabbits join the boy and girl on the ice but their play almost ends in tragedy. Bumble Boogie: Freddy Martin and His Orchestra with Jack Fina at the piano. Fantasy of a bee's nightmare. Johnny Appleseed: Dennis Day voices the characters of the old settler, Johnny Appleseed and Johnny's Angel, as Johnny joins the pioneer trek west, planting apple orchards. Little Toot: a little tugboat gets into mischief and is banished, but wins a reprieve by saving a huge ocean liner in a storm. Trees: cartoon interpretation based on the poem "Trees." A choral group sings lyrics. Blame It on the Samba: street scene in Brazil with The Dinning Sisters singing. Jose Carioca and the Aracuan bird teach Donald Duck the samba. Live action with Ethel Smith at the organ. Pecos Bill: "Blue Shadows on the Trail" sung by Roy Rogers and The Sons of the Pioneers leads into Rogers narrating the story of Pecos Bill, brought up by wolves and becoming a legendary cowboy. Live action ending: Roy Rogers, Sons of the Pioneers, Luana Patten and Bobby Driscoll around a campfire.

Rabbit, a country-born trickster, takes over the organized crime racket in Harlem, facing opposition from the institutionalized racism of the Mafia and corrupt police.