Charley Davis, against the wishes of his mother, becomes a boxer. As he becomes more successful the fighter becomes surrounded by shady characters, including an unethical promoter named Roberts, who tempt the man with a number of vices. Charley finds himself faced with increasingly difficult choices.

Two soldiers on leave spend three nights at a club offering free of charge food, dancing, and entertainment for servicemen on their way overseas. Club founders Bette Davis and John Garfield give talks on the history of the place.