This lavish Shirley Temple starrer is set in New York, sometime in the 1850s. While lovable pickpocket "Professor" Eustace Appleby works the crowd, his talented granddaughter Dimples (Temple) dances for pennies. Dimples demands that Appleby stop his thieving ways, but every time he tries to follow the straight and narrow, he comes out the loser (most memorably when he's hoodwinked by a dapper con man played by John Carradine). While Dimples entertains at the home of society matron Mrs. Caroline Drew (Helen Westley), Appleby pilfers several valuable objects. This time he's caught with the goods, but Dimples gallantly takes the blame. Touched by this, Mrs. Drew adopts the little girl, enabling her to find success on the legitimate stage.