On the morning of the Epsom Derby, a disparate group of people prepare to go to the races. Lady Helen Forbes, a recently widowed Aristocracy (class) is planning to make the journey in spite of the disapproval of her social set who consider it unseemly to go while still in mourning. David Scott, a newspaper cartoonist is ordered to go by his editor against his wishes. Meanwhile, as part of a charitable organization raffle, a dissolute film star, Gerald Berkeley, is to escort a wealthy grand dame to Epsom for the day something he is equally reluctant about. She falls and injures her leg, and her crafty Housekeeper (domestic worker) arranges for one of the young maids to go in her place. Meanwhile, in Hackney Central, a lodging kills a man whose wife he is having an affair with. They plan to flee the country, and also head to Epsom where he knows a tipster who can smuggle them out.