Plot
Alice "Ali" Marilyn Rose is a young waitress in Iowa who dreams of becoming a professional dancer ever since losing her mother a few weeks after her seventh birthday. After her selfish boss refuses to pay her salary, she takes what he owes her from the register and moves to LA, where she attends many auditions with little success.
One night, Ali comes across a burlesque club where its owner Tess Scali and an entourage of dancers perform an opening number. She also meets songwriter-bartender Jack Miller at the club's bar. He refers Ali to Tess for an audition, but she tells her to return another time and her assistant Sean ushers her out. Upon seeing their waitress shortage, Ali picks up a tray and begins serving. As a result, she manages to get a job waiting tables at the club.
When Georgia, one of the lead dancers, becomes pregnant, auditions are held in search of her replacement. Ali performs a difficult dance routine and eventually persuades Tess to hire her. This infuriates Nikki, a lead performer struggling with alcoholism.
One night after coming home from work, Ali realizes that her apartment at the Hotel Roselyn has been broken into. She runs to the toilet where she hid her money in the tank and discovers it has been stolen. She goes to Jack's apartment where he offers gives her the phone and gives her permission to call whomever she needs to for help, but she doesn't have anyone. He then allows Ali to stay the night in his apartment. The next morning, while it's pouring outside, she realizes that Jack was actually straight when she sees a photo of his fiance in his apartment. She goes to leave his apartment and it's pouring rain outside. He goes out to get her, carries her in, and said that because she doesn't have a place to stay, that she can stay there. She ends up staying at his apartment and helps chip in for her share, but only if he gives her the bedroom, making him sleep on the couch.
Ali replaces Nikki one night to host a performance after the latter is too intoxicated to perform. In a fit of rage, Nikki tries to sabotage it by turning off the music that the dancers usually lip sync to until Ali impresses everyone with her singing skills. Her performance is an instant success, and Tess casts her in an upcoming show. Despite the club's growing popularity, Tess struggles with a bank loan and a lien on her ownership rights of the building.
One night after the club closes, Tess is walking to her car, increasingly worried about her finances when a drunken Nikki shows up, accusing her of betraying their long friendship. In defense of Ali, Tess questions Nikki's lack of gratitude for the help she has received during her binges. In retaliation, the furious dancer quits after revealing to have slept with Tess' ex-husband Vince after their honeymoon. Tess leaves, angrily smashing a window of Nikki's convertible with a crowbar.
Meanwhile, Ali and Jack become romantically attracted. However, he is already engaged to Natalie, an actress working in NYC. Sean encourages Jack to end the engagement, as Ali is a better person than his shallow fiancée. Wealthy clubgoer Marcus Gerber becomes infatuated with Ali, who begins spending time with him, making Jack jealous.
The group later attends Georgia's lavish wedding to Damon, funded by his wealthy father who is delighted he is settling down and with the impending arrival of his grandchild. Jack appears to call off his engagement and gets drunk. That night, he and Ali sleep together.
In the morning, Natalie unexpectedly returns from New York and finds them in bed together. She angrily insists she and Jack never broke up, although he denies this yet asks Ali to leave. Feeling heartbroken and betrayed, Ali runs to Sean for support and learns that he is gay. Marcus calls her, and Sean encourages her to go out with him.
Seeing a model of Marcus' plans to build a skyscraper on the club's property at Marcus' house, Ali realizes that he is not merely interested in the "air rights" above it, as he claims to be. He wants to tear the club down and build a new apartment complex. She tells Tess about his plan, and they pay a visit to the developer of a new million-dollar condo building across the street.
Fearing the obstruction of his prospective purchasers' view, the developer buys the air rights to the club's property from Tess. She then uses the money to buy out Vince's share, pay off the bank, and redecorate the club in her own vision. Later, a sobered Nikki admits that she lied about sleeping with Vince out of anger. They reconcile, and Tess rehires her.
Ali rekindles her relationship with Jack after he tells her that he broke up with Natalie because she cared more about her job than their relationship. Nikki finally accepts Ali, who then performs "Show Me How You Burlesque", a song written by Jack, with all of the dancers on stage, delighting the crowd.
