When her fiancée Buck Gonzales is killed, dance hall queen Cleo Borden inherits his wealth. Included are oil wells supervised by British engineer Carrington, whom Cleo sets out to win by becoming a "lady." She races her horse in Buenos Aires, gains social position by loveless marriage to bankrupt Colton, and even sings in an opera. But when she meets Carrington again, he's become the Earl of Stratton...