Adapted from a play by Phillip Dunning and George Abbott, a woman marries a bigamist who deserts her, then an alcoholic when she is pregnant before meeting the man she loves while working in a medicine show.
Lilly (Ruth Chatterton) marries Rex Durkee (Gordon Westcott). They take a train from town to town and do magic shows. Rex goes out with Hazel and kisses her. Lilly complains that he lied. Rex tells Dave Dixon (Frank McHugh) to stop drinking. Lilly tells Rex that she is going to have a baby. Rex packs his clothes and sneaks out of town. Police with Rex's deserted wife are looking for him. Dave promises to take care of Lilly and marries her. He takes her to the hospital, but her baby dies. Lilly belly dances in a carnival. Dave drinks, and the boss asks Lilly out. Dave and Lilly quit.
Dave promotes Doc McGill (Guy Kibbee), Lilly as an example of health, and Fritz (Robert Barrat) as a strong man. Lilly pours out Dave's liquor. Fritz wants Lilly, but she slaps him. McGill also woos her to no avail. They travel in a truck. Fritz's head aches, and Dave is drunk. McGill complains when a medical doctor is called in to treat Fritz. Lilly meets taxi driver Bob Chandler (George Brent). Dr. Hawley (Grant Mitchell) says that Fritz is paranoid and must go into an asylum. McGill hires Bob as a strong man, and Bob eats with Lilly and Dave, while Mrs. McGill (Marjorie Gateson) is excluded. Bob says he has a degree in engineering. Distracted by Lilly, Bob gets the truck stuck in the mud. While they wait in the back, Lilly tells Bob that she never lived with Dave.
Fritz uses a bed rail to remove a bar from the window and escapes. A man remembers Lilly, but she denies it. After Dave gives her a drink, Lilly admits her past to Bob. Bob leaves the show but comes back and kisses Lilly. Dave sees Fritz, but no one believes him. McGill tells Lilly she arouses his lower nature. Bob shows Lilly a telegram offering him a job in Mexico City and asks her to go with him, divorce Dave, and marry him. Mrs. McGill makes a play for Bob without success. Fritz follows Dave from a drugstore and grabs Lilly. Fritz fights with Bob and Lilly and then knocks Dave out the window. The police arrest Fritz, and a doctor says that Dave's spine is fractured. Lilly tells Bob that she can't leave Dave and that he should go. Bob tells Lilly he can't leave her and cancels his reservations. Lilly tells Bob that she will always love him. In the final scene in the ambulance Dave asks Lilly for a bottle.
This slice of life shows people struggling for survival and trying to find someone to love. Rex is a scoundrel; Dave is kind but hopelessly alcoholic; Fritz is mentally unbalanced; Mrs. and Mrs. McGill are unsatisfied; Lilly and Bob are a good match but have obstacles to their union.