In Frank Capra's final directing effort, bag lady Apple Annie (Bette Davis) convinces her long-absent daughter (Ann-Margret) that she's a wealthy socialite. The daughter, who grew up in Europe, plans a trip with her aristocratic fiancée and his family to visit Annie. Into the middle of this crisis steps small-time gangster Dave the Dude (Glenn Ford), his girlfriend (Hope Lange) and his henchmen, all of whom transform Annie into Lady Manville.