Career criminal Johnny Clay recruits a sharpshooter, a crooked police officer, a bartender and a betting teller named George, among others, for one last job before he goes straight and gets married. But when George tells his restless wife about the scheme to steal millions from the racetrack where he works, she hatches a plot of her own.
Two men bear the name Joe Holt. One is a shipping clerk, the other a champion Canadian swimmer. When a socialite gets them confused, thinking the clerk is the inventor of an unsinkable swim suit, she enters him in a 20 mile swim race.
Cary, Shep, Bill, and Francis are pilots during World War I. The four friends, haunted by the devastation of the war, head to Paris instead of home, where they meet Nikki, an eccentric and wealthy young woman. Nikki is drawn to Cary, and the five friends, tagged by the boorish reporter, Frink, drink their way from Paris to Lisbon.
