A railroad magnate, whose socialite wife is too busy, becomes involved with a burlesque dancer, resulting in blackmail and two homicides.
Up after noon Alexander Stream (Warren William) writes his wife to let their boy Tommy (Dickie Moore) use the ballroom for his train. On his boat he meets rescued swimmer Lilly Linder (Ginger Rogers) and takes her home. She sends him out for groceries, and they have a good time. His chauffeur Oscar (Andy Devine) gets a ticket from officer Moran (Sidney Toler). Stream gets the commissioner to demote Moran to the Bronx. At the costume party Tommy is upset he had to move his train. Stream discusses railroads with him, and his wife Hettie (Mary Astor) calls him a child. He dislikes her friends, but she cares about social distinctions. She is too busy to have dinner on their 14th anniversary. Oscar tells Stream that he picks up girls at the library. They attend the Follies Burlesque to see Lilly. Stream goes to her dressing-room and invites her to dinner, telling her about his wife. Stream tells Oscar to keep it secret.
Hettie sends Tommy to summer camp and goes away for two weeks. Stream calls Lilly. Lou Colima (J. Carrol Naish) urges her to get money from the rich Stream, who takes her in a plane to the woods overnight. The pilot goes for help, and Stream kisses her. Stream buys a bracelet for $12,500; but Hettie finds it in his pocket and thanks him. Lou reads news of Stream's railroad merger and demands letters and photos from Lilly. She refuses and picks up a gun. Lou slaps her and finds Stream at the door. Lilly tells Stream that Lou stole the letters. Lou tries to blackmail Stream, who hits him. Lou shoots, killing Lilly, and Stream shoots Lou. Moran notices Stream's parked car. Stream takes the letters and switches a bullet to make it appear like murder and suicide.
Hettie tells Stream that she is tired of her crowd and wonders if he needs her. He suggests a trip abroad. Moran discovers a bullet was switched. Stream calls on the janitor (John Qualen), who found the bodies, and offers him $1,000 to keep quiet about him. Moran questions the janitor, who does not recognize Stream's photo. Moran takes a light-bulb for fingerprints. Stream gets steamer tickets. The police commissioner reprimands Moran and accidentally breaks the bulb. Moran accuses Stream but is put in jail. Police and reporters call on Stream and take his fingerprints. He is charged with murder, and his merger falls apart. Hettie says good-bye and asks why he did it. Streamer says he was lonely. In the final scene Streamer has been acquitted, and on the ship Hettie agrees not to start the social business again.
This story shows a millionaire to be like his son who plays with trains. His money enabled him to control the police, and he is acquitted even though he bribed a witness. This "upperworld" looks more like the underworld.