As Lily Krenshka is hauled into a small town police station for soliciting drinks at a bar, Max West, a down-and-out alcoholic photographer, snaps her picture. After the local constabulary orders Lily to leave town on the next bus, she begs Max to give her the photo he shot, and he agrees on the condition that she accompany him to his apartment, where he can safely extract the negatives from his camera. Lily, a brassy blonde suspicious of all men, is surprised when the elderly Max offers her a short-term assignment posing as a bathing suit model and then invites her to spend the night on his couch. When Max recalls his glory days as a society photographer, Lily asks him to teach her his trade, but he insists that she follow the police edict and leave town the next morning. The next day, however, a customer phones the sleeping Max about a job, and Lily takes charge and begins to promote his career. In gratitude, Max teaches Lily everything he knows, and months later, when she decides to strike out on her own in New York, Max suggests that she change her name to the more elegant Lila Crane. Outside the Allied News Service building in New York, Lily meets reporter Russell Bassett when the two collide in a revolving door. When Lily mentions that she has been unable to find a job, Russ advises her to snap some exclusive pictures of a breaking news story. Hearing sirens in the distance one evening, Lily takes Russ's advice and follows them to the scene of a raging fire. When Lily recklessly tempts the flame to get a close-up, Russ sweeps her out of the way of some burning debris and then offers her the use of Allied News' darkroom to develop her negative. Russ also provides Lily with an introduction to Les Bauer, the owner of a sleazy nightclub, and helps her find a room in a cheap hotel. After Les hires Lily to work as a "flash girl" at his club, gossip columnist Roy Carver offers to pay her for snapping incriminating photographs of the patrons. When Roy instructs Lily to take a photo of mob lawyer Horace Sutherland and his mistress, Lily takes the portrait to Sutherland herself, having learned that Sutherland's boss, gangster Frank Backlin, is investing in the Club Coco, a high-class nightclub that is opening soon. Threatening Sutherland with the photo, Lily convinces him to give her the photo concession at the club. Soon after, Russ returns from an assignment and informs Lily that Allied plans to hire her as a staff photographer. When the ambitious Lily refuses to relinquish her lucrative position at the nightclub, Russ chides her for choosing to work for a gangster. One night, Mrs. Payton Grange, a grand old society dowager whom Max once photographed, comes to the club. Mrs. Grange has refused to be photographed for years, but relents when Lily asks if she can take a picture for Max. Mrs. Grange is so pleased with her portrait that she agrees to let Lily publish it, thus launching her career. One year later, Lily is still striving to reach the top although she has achieved acclaim as a society photographer. Overwhelmed with work, Lily sends for Max to be her assistant. Soon after, Russ invites Lily to go to Maine with him, but she scoffs that she is too busy to take a vacation. At the club one night, a prominent judge asks Lily to shoot his picture, but when a dancer bumps into her, her framing is thrown off. Later, when she develops the film, she notices two strange men standing in the background. The next day, Coco Fields, the club's manager, phones Lily and instructs her to testify that she spent the night with Backlin, who has been accused of killing one of his associates the previous evening. Upon reexamining the misframed photo, Lily realizes that Backlin and his murdered associate are pictured in the background. Unnerved, Lily goes to Russ in Maine, but when he asks her to marry him and work as photographer on his new assignment as foreign correspondent, she refuses to resign her job at the club. After Russ angrily departs, Lily returns to the city alone. On the night of Mrs. Grange's birthday party at the Club Coco, Lily is in the midst of shooting a commemorative photograph when Mrs. Grange collapses and dies. After Lily rejects Roy's offer to buy the print, he steals the negative and publishes it. Thinking that Lily violated Mrs. Grange's trust, Coco fires her, and soon all her clients follow suit. When even Russ refuses to believe her pleas of innocence. Lily decides to get even with them all and offers to sell Sutherland Backlin's incriminating photograph for $25,000. After Backlin's thugs kidnap Lily, Russ finds a copy of the photo addressed to Max, instructing him to go to the police if anything happens to her. Alarmed, Russ hurries to Lily's apartment and is met by one of Backlin's goons. After throwing incendiary chemicals in the man's eyes, Russ forces him to reveal that Lily is being held prisoner at a trucking company warehouse. Russ bravely overpowers Lilays abductors, and having finally learned her lesson, she presents the police with the incriminating photo and then renounces her glamorous career to marry Russ.