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Dan Brooks is a man without much background or money when he first arrived at Higginsville but through his marriage to the richest daughter of JL Higgins, Margaret, he now manages the most successful of all Higgins enterprises – the paper-box factory.  However, he prefers to spend more time with his race horse Broadway Bill than his job, which leads to a fall in sales and revenue.  Sick and tied of being told what to do and tied to a job he hates, he resigns as the manager (to the happiness of the two other brother-in-laws) and with his henchman, Whitey, focuses all they time on winning the big Imperial Race. 

However, Dan is broke and does not have the deposit for the race, he tries to scam Col. Pettigrew (Raymond Walburn) but it turns out that they are both broke.  Since each needs each other for cash, they embark on various schemes to get the money.  Dan makes various promises to people, most of all to the horse feeder.  Dan tries to win the $500 for the deposit by entering Broadway Bill in a race but the horse performs terribly in his first race as he refuses to enter the starting gates and actually throwing the jockey … which finally disqualifies it.   Needless to say, Broadway Bill is fast becoming the laughing stock of the racing world.  Dan comes to realize that Broadway Bill is missing his barn mascot, Skeeter the Rooster.  He requests that Margaret sends the rooster to him for the race but Margaret, who refuses to leave the wonderful and glamorous world she lives in refuses him, as she believes this is just a temporary adventure Dan is off too.

The youngest Heiress, Alice, who is deeply in love with Dan, brings the rooster to Dan and Broadway Bill but claiming she is sent by Margaret, as she thinks that Dan is still very much in love with Margaret, even though she didn’t follow him.  Alice decides to stay and take care of the Dan, Whitey, and the horse until the big race is over.  

In addition to acquiring the money, the horse becomes sick after a horrible downpour.  The film compares the luxury of a wealthy horse owner with the comfortable stable and the barn in which Broadway Bill is situated in.  The roofs leak and the horse catches a cold … Broadway Bill survives this adventure but does so with a now weaken heart.  However, the fighting spirit of Broadway Bill means the horse will race this Saturday … depending on the money of course.     

The goal still remains, to get the 500 dollars for the deposit.  Whitey tries to cheat in dice and is caught … the Colonial tries a scam by telling “inside secrets” for a certain race in order to get 25 dollars … only to have it become so big that he himself falls for it and loses the 25 dollars.  Everything else fails; Alice pawns her jewelry and fur coats to get the 500 dollars and an extra 10 for dinner.  However, she doesn’t want Dan to know, as she realizes that Dan will never accept the money, so she gives the money to Whitey and asks him to lie … that he won the money on a craps. 

With the 500 dollars the race appears to be on the go, but after the celebration dinner, Dan comes home to an empty barn.  It seems that the horse is confiscated by the police and is being ill-treated by the police.  Dan tries to stop police brutality towards to horse but is sent to jail instead … it doesn’t seem like the horse will be racing … but

As luck would have it a nurse caring for one of the richest man in the world, JP Chase is planning to bet on Broadway Bill as it is 100-1.  JP Chase, who knows nothing of horses and cares even less about fashion magazines given to him to pass his time at the hospital, places a bet on Broadway Bill – out of boredom.  The joke becomes a national insider’s news as people think there is an inside job or that JP Chase knows something about the race … because he’s cheap.  

Everyone is betting 2 dollars on Broadway Bill and he comes down from a 100-1 odd to win to 6-1.  The owner of rival horse, Sun Up sees this horse’s odds rise … and since he had the race fixed-up … his horse is a sure win.  The owner of Sun Up made a deal with the jockey of Gallant Lady, the favorite to win it all … to hold back the horse and allow his to win.  With Broadway Bill’s odds falling, the owner sees that his profit will maximize if it continues. However, the news that Broadway Bill is scratched leads to the owner to fear the horses’ odds to increase.  Therefore, he pays the bail to get Dan out of jail and even hires a jockey, Ted Williams (Frankie Darro) to ride the horse.

At the races, everyone is saddled up and the game is all fixed – until the police investigators finds the scheme and promptly removes the jockey on Gallant Lady, destroying the inside deal.  The jockey to Broadway Bill practically KNOWS he cannot win because the race is fixed and therefore gave rather little enthusiasm about riding such a wild horse.  The other two jockeys of Gallant Lady and Sun Up sees only each other as the rivals and therefore only focused on each other.

The race begins and Broadway Bill takes the lead from the get go … however, Ted is holding him back to led the other horses pass him (chances are he probably has some money tied down to the other two horses :P) … The lead is fought fiercely between Sun Up and Gallant Lady … then Broadway Bill makes a come back … and while the jockey tries to hold him, he couldn’t because the horse was too strong.  In what appears to be one of the longest racing ever, the lead is constantly shifting between the two until Broadway Bill surpass both horses and wins the race by a whisker.

The joy turns to sadness as Broadway Bill falls to the ground and throwing the jockey to the ground.  The horses’ heart has burst … the horse should not have been racing in the first place because Broadway Bill did not fully recover from his cold and the night spent at jail didn’t help.  However, the horse was loyal and truly wanted Dan to win and he did all he could … even if the horse has to sacrifice his life.

In a heartbreaking scene, the horse is crowned as the winner of Imperial Race … which a towel covering the dead horse … and the “Amazing Grace” trumpets behind as the horse is seen lowering to the ground at the tracks.  The jockey knows it’s partially his fault as he withheld the horse causing the horse to exert all his remaining energy to catch up to the others … all while fighting with the pull of the jockey … but he weeps and leaves swiftly to reflect his wrongdoings.

Without the horse, Dan and Whitey walks on and contemplate their future without their ace horse, Broadway Bill.  Alice on the other hand must return home to father …

Two years after, Dan reappears in the mansion … he has since been divorced from Margaret (though his place is still empty) and the father has sold out many of the enterprise for inexplicable reasons (perhaps he sees that loyalty and not money as a way of life …??).  Dan has just bought two horses, Broadway Bill II and Princess … and has invited Alice to elope with him.  Shockingly, the father is extremely understand and lets his daughter go... in fact, he joins them.  The end.