Hollywood hopeful Peggy Pepper arrives at a major studio, from Georgia, to become a great dramatic star. Things don't go entirely according to plan.

Gwynplaine, son of Lord Clancharlie, has a permanent smile carved on his face by the King, in revenge for Gwynplaine's father's treachery. Gwynplaine is adopted by a travelling showman and becomes a popular idol. He falls in love with the blind Dea. The king dies, and his evil jester tries to destroy or corrupt Gwynplaine.

Two thieves, the Blackbird and West End Bertie, fall in love with the same girl, a French nightclub performer named Fifi. Each man tries to outdo the other to win her heart.

Harold Lamb is so excited about going to college that he has been working to earn spending money, practicing college yells, and learning a special way of introducing himself that he saw in a movie. When he arrives at Tate University, he soon becomes the target of practical jokes and ridicule. With the help of his one real friend Peggy, he resolves to make every possible effort to become popular.