Clark Gable as Babe Stewart; Carole Lombard as Connie Randall; Dorothy Mackaill as Kay Everly; Grant Mitchell as Charlie Vane; Elizabeth Patterson as Mrs. Randall; George Barbier as Mr. Randall; J. Farrell MacDonald as 'Dickie' Collins; Tommy Conlon as Willie Randall; Walter Walker as Mr. Morton; Paul Ellis as Vargas; Charley Grapewin as Clerk
Babe Stewart, a card cheat who has to go on the lam to avoid a pesky cop, meets a lonely, but slightly wild, librarian, Connie Randall, while he is hiding out. The two get married after Connie wins a coin flip and they move back to the city. Babe continues his gambling/cheating scheme unbeknownst to Connie. When she discovers his 'other life', she presures him to quit. Babe feels crowded and tells her that he is leaving for South America. In fact, Babe has decided he wants to go straight and turns himself in to the cops.