Chorus girl Gloria Carroll inherits one million dollars from Broadway playboy Herbert Dinwiddle. Producer Ned McLane persuades her to advance him the money on a production called "Lucky Legs" that will star her. Unfortunately, the money has "made the rounds" prior to reaching Gloria and several less-than-scrupulous characters set out to separate Gloria from her inheritance.

The young Austrian princess Marie Antoinette is arranged to marry Louis XVI, future king of France, in a politically advantageous marriage for the rival countries. The opulent Marie indulges in various whims and flirtations. When Louis XV passes and Louis XVI ascends the French throne, his queen's extravagant lifestyle earns the hatred of the French people, who despise her Austrian heritage.

Previously filmed in 1930 as True to the Navy, Kenyon Nicholson's old stage farce Sailor Beware returned to the screen in 1936 as Lady Be Careful. The plot remains substantially the same, as an amorous sailor named Dynamite (Lew Ayres) bets his pals that he can "thaw" icy beauty-contest winner Billie (Mary Carlisle). What follows is a series of misunderstandings, arguments and reconciliations, all wrapped up in a happy-ever-after conclusion.