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Helen Leonard, who was born in Clinton, Iowa at the beginning of the Civil War, moves with her family to New York where, under the tutelage of music teacher Leopold Damrosch, she develops into a talented singer.  While returning home from her lessons one day, Helen meets Alexander Moore, an aspiring reporter, when he stops her runaway carriage, and later, they make a pact to celebrate together when they find success.

Success comes quickly to Helen when impresario Tony Pastor overhears her singing and puts her on stage as Lillian Russell.  Lillian's rise to immediate stardom prompts her suffragette mother to warn that success will interfere with her personal happiness.  Sadly, Mrs. Leonard's prediction comes true when Alexander, who is in love with Lillian, becomes intimidated by her fame and loses touch with her.  Although showered by jewels sent by "Diamond" Jim Brady and pursued by Jessie Lewisohn, Lillian chooses to marry frustrated composer Edward Solomon.  After the wedding, the newlyweds travel to London, where Edward's temperamental meddling provokes William Gilbert to fire Lillian.

Soon after the birth of their daughter, Edward dies of a heart attack, and Lillian, driven by her husband's dream for her success in Europe, triumphs in London.  Lillian returns home to a marriage proposal from Diamond Jim, which she refuses.  That night, Alexander, who now owns a newspaper in Pittsburgh, comes to visit Lillian backstage, and their old love is rekindled.

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Notes
According to news items in HR, this film was shot on location in Santa Barbara, California, and at the T.J. Bradford estate in Pasadena, California, which Lillian Russell had leased in 1905 while on vacation.  Studio publicity contained in the Production Files at the AMPAS Library notes that Madame Rosa Binner, who designed the diamond-studded corset in the film, also designed Russell's original diamond-studded corset.

A 1939 item in the NYT adds that Darryl Zanuck bought Alice Faye's radio contract because he believed that radio appearances by film stars were hurting the box office receipts of their pictures.

Richard Day and Joseph C. Wright were nominated for an Academy Award for Best Art Direction for their work on this film. In this picture, Edward Arnold portrayed Diamond Jim Brady for the second time; the first was in the 1935 film Diamond Jim Brady (see above). On October 21 1940, Lux Radio Theater presented a radio version of Lillian Russell starring Alice Faye and Victor Mature.

Music includes:  "Adored One," music and lyrics by Alfred Newman and Mack Gordon; "Blue Love Bird," music and lyrics by Gus Kahn and Bronislau Kaper; "Waltz Is King," music and lyrics by Mack Gordon and Charles Henderson; and "Back in the Days of Old Broadway," music and lyrics by Charles Henderson and Alfred Newman.