Based on the 1728 play by John Gay, a highway man has his latest adventures with women told by a beggar the day before he is to be hanged.
Imprisoned Captain MacHeath (Laurence Olivier) is to be hanged tomorrow. The Beggar (Hugh Griffith) is brought into the prison with his manuscript for an opera about MacHeath and learns he is there. They go back to the beginning.
MacHeath on a horse robs a coach. He rides away and sees a man hanging. Polly Peachum (Dorothy Tutin) tells her father Peachum (George Devine) and Mrs. Peachum (Mary Clare) that MacHeath gave her a necklace. When she admits she married him, Mrs. Peachum faints.
In a buggy Mr. Lockit (Stanley Holloway) asks Mrs. Trapes to marry him. MacHeath approaches, and Lucy Lockit (Daphne Anderson) scolds him. He rides off.
Peachum and Mrs. Peachum tell Polly to turn in MacHeath for the reward. MacHeath comes to Polly, and she warns him of betrayal. They sing a duet and kiss in the barn. Peachum and others try to capture him, but he escapes on his horse. In an inn men and women drink wine. MacHeath comes in and tells Jack what he needs. Men arm themselves. Jack brings MacHeath a drink.
Peachum asks Mr. Lockit for a warrant, but Mr. Lockit demands half the reward. MacHeath peaks at women. Then he robs their jewelry and dances with them. Sukey Tawdrey and Dolly Trull and other women catch him for Peachum. MacHeath is arrested and taken to Newgate Prison. Mr. Lockit welcomes him with manacles and celebrates with Peachum. They tell Lucy to give MacHeath a bottle. She throws it at him and says she is jealous. He promises her, and she kisses him. Polly comes to her husband, and they realize that he has two wives. Lucy and Polly spar. Mr. Lockit and Peachum come in and leave with Polly. Lucy comes back, and MacHeath explains that he loves her and asks for the keys.
Lucy brings the keys and frees MacHeath. Polly discovers that MacHeath is gone and screams. MacHeath escapes from a window with a rope. He waits on the Governor and attends an aristocratic party, gambling.
Mr. Lockit tells Peachum that Polly was in MacHeath’s cell with a dummy. A woman from the party goes out with Mr. Lockit and Peachum. Drunk Lucy comes back and finds that Polly is locked up. Lucy fixes her a drink. MacHeath wins money and is taken for a lord. Then he is captured. Lucy and Polly see him brought back and put in chains. In his cell MacHeath drinks.
The next day a crowd gathers for his hanging. MacHeath rides on a wagon with a coffin and says goodbye to Lucy and Polly with kisses. He is blindfolded.
MacHeath criticizes the Beggar’s opera. The Beggar and others cry for reprieve. MacHeath and others are let out.
This dramatic musical depicts the underside of English society in the 18th century, and a womanizing rogue’s life suggests that revolution may change the society that is divided by economic class.