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Max Clemington (Robert Cummings) and his father are both looking to marry wealthy women. The task would be far easier if either one of them had any money of their own. Max decides on Martha Gray (Ruth Hussey), but Martha says no when he says that he is poor as she admits she is also. So she accepts the proposal of Sir George Kelvin (Reginald Owen), but changes her mind by the next day. When Florian Clemington (Nigel Bruce) tries to win money gambling for Max's wedding, he loses a bundle. When Max finds out about the debt, he decides to marry the wealthy Lady Joan Culver (Dame Judith Anderson) to keep Florian out of jail. But Max is not in love with Lady Joan.