Adapted from Frederick Lonsdale's play, an actress engaged to a member of an aristocratic family falls in love with a duke already committed to a married woman.
John Teylesmore (Ralph Forbes) gets a telegram from Elsie Hilary (Ruth Chatterton) and goes to see her sing "Say It with a Smile." She hates his family, which has offered to buy her off their engagement he had announced in the papers before she accepted. Duke Edward of Warrington (Basil Rathbone) is head of the family and arrives. John brings in Elsie to meet the family, and she asks for one good reason why she should not marry John. Reginald Welby (Cyril Chadwick) says difference in social status, but she calls that prejudice. Elsie goes in the next room with Edward, frets, and leaves; but Edward urges her to stay. John insists he will marry her. Her father (Robert Bolder) comes in and says that Elsie is above them as a star entertainer and that she does not love John. Edward suggests a postponement. Reginald tells Elsie he approves marriage in six months if she retires from the stage.
Three weeks later Willie Crayle (Herbert Buston) dances to Elsie's music and plays tennis with her. Freddie Trench (Frederick Kerr) complains. John tells Elsie that Edward is involved with Helen, who is married to the invalid Victor Hale. Freddie drinks, and his wife Ducky Trench (Nance O'Neil) reprimands him. Elsie refuses to kiss John. Edward and Elsie find excuses to meet and confess they love each other. Edward tells her he is ending his affair with Helen, and Elsie will tell John. Radio reports that Victor Hale died, and Elsie is told. John tells Elsie that he accepted a position in India, and she is free. Elsie consoles him with a kiss, and he says good-bye. Edward tells Elsie that he loves her and shows her the letter he wrote to Helen. Elsie says that Edward can't tell Helen and rips up his letter. She gets Helen on the phone for Edward, but he does not tell her. Elsie tells Edward that Helen would have stood between them. Elsie says good-bye to Edward. Willie Crayle says that he resisted her coming into their house but that she takes his love and affection with her. In the final scene Elsie returns to the stage.
Although the head of their family is having an affair with a married woman, these aristocrats are scandalized one of them might marry an actress. This does not bother the free-thinking duke. Yet when he falls for the actress, she realizes he is still committed.