Act I
In a lab in Monterey, California, a marine biologist nicknamed Doc observes starfish samples under a microscope. When his friend Hazel wonders why he is so interested in these samples, Doc explains that understanding the diversity of life in our ecosystem helps us better understand ourselves (“All Kinds of People”). Millicent Henderson, a glamorous woman of wealth, appears from Doc’s bedroom, having just awakened.
Doc’s friend Mac arrives with Suzy, a scrappy girl of the road who’s just cut her hand breaking a store window to steal a donut. Though Doc isn’t a medical doctor, he is unbothered by his neighbors stopping by for medical assistance. He invites them to stay while he takes to the tide pools with Hazel. Doc, Hazel and Mac explain tide pools to Suzy (“The Tide Pool”). Doc grows angry with Suzy after she makes a slight at Millicent. They argue, and Suzy challenges him, asking what all his work is ultimately for. Just as he rushes out, she thanks him for taking care of her hand.
Mac tells Suzy that Doc doesn’t deserve to be hassled and encourages Suzy to relax after what must have been a long trip. Restlessly, she tells him all about her journey to Monterey (“Everybody’s Got A Home but Me”), revealing she is unsure where she’ll stay now. Suzy asks Mac if he lives in the area and he points out a warehouse in the distance; he and his eight friends who squat there call it The Palace Flophouse.
Another friend of Doc’s, Fauna, appears asking him try out some whiskey she’s considering for her business. She runs a brothel across the street called The Bear Flag Café. Jim, a police officer, comes in looking for the girl who broke a store window; he offers Suzy a dollar for a way out of town. With no other options, Suzy takes a job working for Fauna. As they leave, Fauna offers to buy Suzy some new clothes and a bite to eat.
A few weeks later, Mac tells Jim that ever since Suzy got Doc thinking about what he’s doing with his life, Doc’s been talking about wanting to write a research paper, but that will require the purchase of an expensive microscope. Home at The Palace Flophouse, Mac isn’t sure Doc actually knows how to write an academic paper. Ray arrives to try and convince his brother-in-law to come back home, and stuns the jobless flophouse dwellers by revealing he works a full-time job 52 weeks a year (“On A Lopsided Bus”).
The flophouse is connected to a store and is included on the store’s property deed. The flophouse men don’t know whether or not Joe, the store’s new owner, is aware he also owns the warehouse they (illegally) call home. Even if he hasn’t come to collect rent yet, he’s bound to realize come tax season that the warehouse is his.
Joe arrives at Fauna’s with a Mexican pal who plays trumpet and needs a job. Joe suggests he play for Fauna’s customers for tips, and she agrees to try him out. Before they leave, Joe mentions that Doc’s been helping him with income taxes. Fauna notes that Doc has been acting strange lately. Joe claims it’s due to a special woman, but Fauna disagrees (“Bum’s Opera”).
A few days later, Mac and Hazel try to find out if Joe is aware of his ownership of the flophouse. Mac reminds Joe that Doc always lends a generous hand to his neighbors; now that Doc is in need of funding for a microscope, the community should come together to help him. To move the conversation along, Joe pledges to give ten dollars if the hat is passed his way. Mac opportunistically suggests a plan that would incentivize a larger pool of support: a rigged raffle with the flophouse as an additional prize. (This way, the flophouse would be owned by Doc, who’d never force Mac or his gang out of their home.) Seemingly unaware the deed for the warehouse is in his possession, Joe likes the idea and offers to sell raffle tickets to his customers and friends.
While Doc is working, Suzy comes in with a cake sent from Fauna. He tells her about a “leprechaun” that got into his workstation and tidied up some things, leaving Irish stew slow cooking on the stove. Missing her flirtatious cue, Doc asks Suzy why Fauna would send a cake if she didn’t want anything in return, which upsets her. She storms out, leaving Doc to reflect alone in the lab (“The Man I Used to Be”).
Fauna arrives, confirming Doc was right: she does want something. Suzy has been less than helpful at the Café, and Fauna has a large party of important regulars on the books for tonight. It’ll be easier for Fauna without Suzy there making things more difficult. Doc agrees to keep Suzy company for the night. Fauna is grateful and looking forward to a lucrative Thursday night (“A Sweet Thursday”). At the Café, while the girls prepare for the big night, Mac delivers a note from Doc, inviting Suzy to an elegant dinner. Privately, Fauna gives Suzy a boost of confidence, reminding her to think before she speaks and to be herself (“Suzy is a Good Thing”). That evening, townspeople look on in disbelief as Doc, uncharacteristically wearing a necktie, meets Suzy for dinner. At the table, Suzy tries to think before she speaks, but she continues to stumble. Nonetheless, Doc is helplessly charmed by her (“All At Once You Love Her”).
Act II
The next morning, the girls of the Bear Flag relax and gossip about Suzy coming home after they went to bed. Fauna hurries in with a proof of the Bear Flag’s upcoming Christmas card. Proudly, she reads the inscription on the inside (“The Happiest House on the Block”). Suzy privately tells Fauna about last night: Doc’s intentions were unclear, though he did admit at one point that he was “lonely.” Suzy continues to doubt herself, and Fauna tells her she’s crazy for thinking that way. Fauna encourages Suzy to rest up before impressing Doc once again at the big party tomorrow night.
The next day, Fauna and the girls look at costumes for the party and decide on a new theme – Snow White and the Seven Dwarfs. Mac arrives, exclaiming they’ve sold more than enough tickets to buy Doc’s microscope and together, they excitedly anticipate the celebration (“The Party That We’re Going to Have Tomorrow Night”).
The boys of the flophouse prepare a skit for the party that evening. Doc claims he can’t stay after all, but they convince him to remain for the raffle draw, which he wins as planned. With everyone in costume, the party gets going (“The Party Gets Going”), and the themed shows begin. Fauna enters as a witch who turns into Snow White’s fairy godmother (“I Am A Witch”) after Hazel comes in as Prince Charming (with laughably poor timing). Fauna, as the fairy godmother, introduces Suzy, as Snow White, dressed in a wedding gown (“Will You Marry Me?”). Everyone is unexpectedly moved until Fauna refers to Suzy as Doc’s bride and Doc makes a joke out of it to lighten the mood. Suzy is distressed, and Doc leaves for the tide pools as the party breaks out into a drunken brawl.
The next morning, Suzy convinces Jim to lend her money so she can stay in town; she’s found a waitressing job and a new place to live. Jim asks Hazel what happened the night before, and he says he has trouble thinking about it – on second thought, he has trouble thinking about most things (“Thinkin’”).
Joe asks Fauna where Suzy is staying now, impressed by her newfound independence. When he leaves to serenade her, Fauna tells him that her affections lie in another direction. Doc, hearing his persistence, goes after Suzy, leaving Fauna, a satisfied matchmaker, to herself (“All At Once You Love Her” Reprise).
The next day, Fauna finds Doc “scared stiff” of telling Suzy he loves her. In support, the townspeople come steel his nerves (“How Long?”). Doc goes to Suzy’s new home – a boiler, or “pipe,” as she refers to it – and apologizes for what happened at the party. Trying to steer the conversation, he asks what she’s looking for in a man. Having made mistakes, she knows what not to do (“The Next Time It Happens”). Doc admits she’s not the only one who learned something from mistakes, assuming there’s no way something so wonderful could occur in life more than once. He leaves, with little resolved.
Hazel appears, and asks Suzy what she did to Doc, saying he’s in trouble. Hazel vaguely suggests he may give Doc something she can help him out with, but Suzy is confused. The next day, Doc wakes up with a broken arm, so Suzy brings him some soup. Now that he’s got one bad arm, he says, he’ll need a ride down to the tide pools in La Jolla. As the neighboring inhabitants of Cannery Row look on, Doc finally confesses his love for Suzy.
Doc and Suzy make their way out of the lab, and the townspeople celebrate their hard-won union (Finale: “Sweet Thursday” Reprise).