Dangerous hoodlum Rocky Mosely stumbles upon a young couple and robs them of their last $31, simply for his own petty amusement. His boss, Gene Fenmore, is disgusted when he hears of the unnecessary theft, as it violates his strict sense of "ethics." He returns the money to the young lovers and offers them help, enraging Rocky. Tired of Fenmore's moral code, Rocky leads a mutiny against the crime-lord in an attempt to drive the gang to bigger and more violent heists. When they botch the robbery of a jewelry store, the innocent couple is implicated for murder. Fenmore must struggle to find a way to redeem himself and uphold his own honor. The Pay-Off is one of the earliest efforts by Lowell Sherman, who went on to direct several films with Greta Garbo and Katherine Hepburn.