Two con-artists find themselves with an orphaned girl, have trouble with gangsters, but go straight to gain custody of her.
Steve Craig (Robert Armstrong) and Mortimer (Edward Everett Horton) sell watches on the street and meet Hank Gibbs (Addison Richards). They dine at the Ritz with Hank's daughter Gloria (Sybil Jason). Gibbs says he is broke and leaves Gloria with them. When Gibbs is shot, his murderer Bert (J. Carroll Naish) tells Steve and Mortimer to leave. They owe rent but win a bet with the room clerk (Edgar Kennedy). Steve and Mortimer get the Ritz bill and Gloria from a neighbor. Mortimer gives up his bed for Gloria, who prays. Jean (Glenda Farrell) goes to Mortimer and Steve for her milk and asks about Gloria. Steve takes Gloria to an orphanage, which requires a parent or guardian. Steve tells Gloria she is an orphan and tries to leave her but can't. Steve gets Gloria a dog. Gloria with Mortimer helps Steve sell watches. Jean learns that Steve is keeping Gloria. They dine, and Jean won't let Gloria work with Steve.
By a theater Gloria sings "I'm Rolling in Money" and is given money. Steve and Mortimer have Gloria sing "Little Big Shot" and dance. Gangsters Kell Norton (Arthur Vinton) and Jack Dore (Jack La Rue) compete for territory, and Gloria's dog is killed. Gloria cries, and Jean consoles her. Steve wants money, and a man (Joe Sawyer) offers him a chance to win with crooked dice and gives him $100 to bet; but Norton is alerted that Steve is being taken by his rival Jack. Steve wins $1600, but Jack refuses to pay. Police arrive and take Gloria. A judge tells Steve to change and holds Gloria. Jean admits to Steve that she caused the raid.
Steve and Mortimer work serving ice cream for a month. Jean tells Steve that Gloria is being adopted. They go to see Gloria, who cries because they can't take her yet. Steve sees Norton and finds Jack dead. Steve is suspected for revenge. Norton says he will get Steve. Police tell Jean that Steve kidnapped Gloria, but she doesn't believe it. Jean finds Steve in her apartment. Norton calls Jean to tell Steve he has Gloria. Steve tells Jean he loves her and Gloria. Steve goes to Norton's gang and persuades Norton to let Gloria go. Steve sends Gloria to Jean. Before Steve can be shot, the police enter shooting and capture the gang. In the final scene Steve and Jean are married and work in an ice cream parlor with Mortimer and Gloria.
This sentimental story combines melodrama, comedy, and songs. The innocence of a child is contrasted to the violence of gangsters and transforms a chiseler into being more responsible.