Heavyweight champion Joe Palooka (Robert Norton) and his manager/trainer Knobby Walsh (Shemp Howard), are eating a poor farmer out of house and holdings while Joe prepares for a championship bout at Madison Square Garden. The farmer sends the local sheriff to collect from Knobby.

Joe Palooka and the gang travel to Paris for a boxing match against the French champion. When Anne is assaulted by a masher, Joe searches the streets for the hooligan, distracting him from his preparation for his powerful opponent.

The Palooka gang is out of money again, and Knobby and Johnny try to raise some quick cash by selling phony watches. Their first sale is their last, when a burly customer realizes he's been had. Next stop, Joe, Knobby and Punchy load up at a local diner, and Knobby has a scheme to skip out on the bill. Of course, the diner owner turns out to be their watch customer, and the boys make a hasty exit with the manager's waitress girlfriend in tow. Knobby books Palooka into a local vaudeville house to put on some exhibition bouts. Of course, their friend from the diner is in the audience, with a bag of rotten tomatoes, and he's more than willing to come on stage when Knobby asks for a volunteer to box with Joe.

Joe Palooka and Strangler Chokeovitch have set up training camps on adjacent beachfront sites. When Joe knocks out the Strangler after a misunderstanding, Chokeovitch's manager challenges the champ to a professional wrestling bout, with the winner taking all the gate receipts.