Dr. Lucius Griffith "Biff" Grimes (Gary Cooper) is a small town dentist dissatisfied with his lot. Though married to the lovely and affectionate Amy Lind Grimes (Frances Fuller), Grimes still carries a torch for his former sweetheart, Virginia "Virgie" Brush Barnstead (Fay Wray). Years earlier, Grimes had lost Virgie to his old friend Hugo Barnstead (Neil Hamilton), and is consumed with the desire to get even with his rival. The now-wealthy Hugo comes to visit Grimes, with Virgie in tow. Grimes then seeks to rekindle his old romance.