Wealthy Mrs. John Grant Nottingham instructs her attorney to find an ugly girl to whom she will bequeath her millions, in order to spite her scheming daughter-in-law Emily Nottingham. The lawyer discovers Annie Johnson, a homely orphan who lives in a tenement, caring for Mrs. Cadogan's six children at night and working in a department store during the day. Annie is accepted by Mrs. Nottingham as her sole heir, and she soon wins the old woman's affection. Because of her new happiness, Annie changes into a lovely girl, and Emily's son Willard Kaine Nottingham falls in love with her. When Mrs. Nottingham dies, Emily contests the will and wins the inheritance for herself, but Annie's future is secured when she accepts Willard's marriage proposal.