As Prohibition is ending, a former bootlegger tries to enter high society but is swindled and has to use his gangster tactics to get even.
The 1932 election persuades Bugs Ahearn (Edward G. Robinson) Prohibition is over. So he pays off his men, quits bootlegging, and sells his guns and trucks. Saying he has culture and wanting to associate with a better class of people, he gives Edith a check for $25,000 and says good-bye. To show he was not forced out, he calls on Joe and slugs him before leaving Chicago for Santa Barbara with this friend Al (Russell Hopton). He tries to get his money's worth at the Biltmore Hotel by turning on the water. He speaks French in the restaurant and attends a polo match. Bugs wants to meet society people and gets Polly Cass (Helen Vinson) to invite him to tea. Her brother Gordon (Donald Dillaway) learns Ahearn is a millionaire, and Polly finds out he's not married. Bugs rents a house with 14 bathrooms from Ruth Wayburn (Mary Astor) for $1450 a month. She tells him how many servants he needs, and he hires her as social secretary for $100 a week. Ruth tells the servants not to let Bugs know it is her house. Bugs gives a party and has Ruth invite the Cass family, though she clearly does not like them.
Bugs tells Ruth who he is and that he is in love with Polly, asking Ruth's advice. She suggests he wait before telling Polly his past. Bugs tries to play polo. Gordon tells him the team wants him and sells him horses. Bugs buys a yacht and a diamond ring. He practices proposing to Ruth, and they kiss. On the yacht he announces his engagement to Polly. Polly tells her boyfriend John Stanley she is only doing it to get alimony.
At the Cass Winter Investment Company people complain their bonds are worthless. D. H. Cass (Berton Churchill) and the board sell the business to Bugs, Cass making $300,000. Polly decides not to marry. The Casses find out who Bugs is from a Time magazine article. Bugs comes in; they show him the article, complain, and cancel the engagement. Ruth tells Bugs that Cass Winter swindled her father, and that's how he lost the house, telling him how bad each Cass is. The district attorney calls in Bugs about the bonds. He calls his men to fly out from Chicago and has them sell bonds to Cass, Winter, and the board. Cass is tortured to sign a check for $300,000. Bugs takes the ring from Polly and gives it to a beggar. While the gangsters are playing polo with guns, Bugs rehearses proposing to Ruth again.
In this satire a brutal gangster trying to be cultured attracts a greedy family more crooked than he is, but not as tough. Bugs finally realizes that he found real quality in Ruth.