Take a Chance started as a musical titled Humpty Dumpty written by DeSylva and Schwab, which flopped immediately during out-of town tryouts in Pittsburgh, Pennsylvania, where it had opened on September 26, 1932.

Directed by Edgar MacGregor with choreography by Bobby Connolly, the show starred Ethel Merman as Wanda Brill and featured Jack Haley as Duke Stanley, Jack Whiting as Kenneth Raleigh, June Knight as Toni Ray, and Sid Silvers as Louie Webb.

Two small-time gamblers, Duke Stanley and Louie Webb, leave their carnival circuit to seek greater fortunes in the legitimate theater.

Wanda performs a risque number in a New Orleans club in a red dress and black boa ("Eadie Was a Lady").

It is remembered chiefly as the film in which "It's Only a Paper Moon," written by Harold Arlen, E. Y. Harburg, and Billy Rose, appeared for the first time under that name.