Ex-boxer turned speakeasy owner Joe Anton (George Raft) wants to affect a more cultured image to impress a society girl who comes alone to his club, Miss Jerry Healey (Constance Cummings). His old flame Iris Dawn (Wynne Gibson) is murderously jealous, while another girlfriend Maudie Triplett (Mae West) is more gracious accepting. Joe invites his tutor, grade school teacher Miss Mabel Jellyman (Alison Skipworth) to help him with his manners. But Joe's main pal Leo (Roscoe Karns) can't stop a bigger problem -- another mob headed by Frankie Guard (Bradley Page) wants to take over Joe's speak.