Millionaire playboy Drogo Gaines (John Hubbard) gets cold feet at the altar and his gold digging bride gets him committed to an asylum.
While there he meets Col. Carleton Carroway (Adolphe Menjou) who's another millionaire there for a rest cure from his grabby family.
The two make an escape and wind up in a carnival owned by Penguin Moore (Carole Landis) and from then on it's one mad plot situation after another.