Left penniless and homeless after her father died and jilted by her fiancé Alister, Penelope seeks to earn a living as a teacher. But on the way to her new place of employment she is robbed, then takes a position as a barmaid where she is propositioned and almost loses her virtue. Fortunately, she ends up under the kind auspices of Lord Chesenden's mother, but since Penelope does not want charity, she tries to make herself useful to her hostess.

When Lord Cheselden himself returns home with his nephew Clive Murray, who has suffered a romantic disappointment, a solution is proposed for Penny's situation. If Penny marries Clive, he will receive his inheritance and she will have the freedom of his name and wealth. An ideal situation - unless Lord Cheselden and Penny have fixed their interest elsewhere...