Jimmie Allen, a shady bookie, is in love with Pearl Proctor, a greedy dance hall girl. He schemes to get her back after she rejects him; and along the way, he revives a failing Gilbert and Sullivan troupe.

Robert Armstrong
as Jimmie Allen

Irene Hervey
as Pearl Proctor / Peep-Bo

Paula Stone
as Mabel

Edward Brophy
as Pick

William Danforth
as Howard Hathaway / The Mikado

Vera Ross
as Beatrice Hathaway / Katisha

Holmes Herbert
as Charles Dillon (scenes deleted)

Richard Tucker
as Charles Dillon

Harry Tyler
as Chuck Fairfax

Gwili Andre
as Gretchen Holman