A wealthy man hires a poor girl to play his mistress in order to get more attention from his neglectful family.

Ellie Mae lives on Primrose Hill with her good-hearted and fancy free mother, her drunken father, her younger sister and a mean-spirited grandmother. The Hill is not a good part of town, however. When she meets and falls for a hard-working man, they marry and she hides her past from him. When he discovers the truth it jeopardizes their marriage.

A spirited heiress wishing to break into theatre on her own merit arrives at a boardinghouse where aspiring young actresses and showgirls are brought together through their cynicism and disappointments.