The film starts out with Mary, Vivian, and Ruth (Blondell, Dvorak, and Davis) as young schoolmates at a New York public school. Mary is established as the rebellious one, while Vivian is the most popular and Ruth is the most studious. Some time skips show that Ruth went to secretarial school while Mary went to reform school after getting arrested for larceny.
Time skip again to the present day, and the old schoolfriends are getting back together after a chance encounter between Mary and Vivian at the beauty parlor. Mary has avoided any further brushes with the law and is struggling to make it as a showgirl. Ruth is working as a secretary. Vivian hit the financial jackpot, marrying wealthy lawyer Robert Kirkwood (William). However, Vivian is dissatisfied with her life, emotionally distant from her husband, and generally uninterested in looking after their preschooler son, Robert Jr. When Vivian meets handsome, roguish Michael Loftus, she makes a precipitous decision to abandon her marriage, a decision that leads to tragedy—but new love for Mary.
- Addled Addict: Vivian's degradation as she goes from society wife to companion of deadbeat loser Michael ends with her being addicted to heroin. She is gaunt and twitchy when the kidnappers bring "Junior" to the hideout. Harve sees her compulsively rubbing her nose, mimics her nose-rubbing, and says "Uh oh!" Later Vivian goes through withdrawal.
- Blackmail: When things have gone bad for Vivian and Michael, Michael tries to blackmail Robert with knowledge of Mary's past as a teenage delinquent. Robert chucks Michael out of his office.
- Call-Back: After all three of the girls light cigarettes on the same match, they comment about the old "three on a match" superstition about how the third will die an early death. After Vivian—who, yes, was the third to light her cigarette—dies an early death, the film ends with Mary and Ruth lighting two cigarettes off the same match.
- Couldn't Find a Pen: Vivian finds herself locked in a bedroom with no pen to write a message and no way to get it out anyway. So she writes her message—alerting the cops that kidnapped Robert Junior is in a 4th floor room—on her own dress in lipstick, then flings herself out the window to her death.
- Establishing Character Moment: Little Mary in the first 1919 flashback, not caring a whit about the boys being able to see her bloomers as she plays on the swings, establishes her as a rebellious free spirit.
- Fanservice: Ruth doesn't get to do much in the movie, but she does appear in nothing but a slip, rolling her stockings up her leg.
- Going Cold Turkey: And not by choice, either. As the kidnappers hole up in their apartment with police crawling over the neighborhood, Vivian can't get her fix. She is heard crying and moaning from the bedroom.
- Gross-Up Close-Up: Ace, the crime boss (Edward Arnold), is introduced via an extreme close-up of him plucking hairs out of his nostrils with tweezers.
- Heroic Sacrifice: Vivian hears the gangsters talking about how they're going to have to kill little Robert Jr. With no other way to signal for help, she writes "KIRKWOOD BOY ON 4TH FLOOR" on her dress with lipstick and then jumps out the 4th floor window to her death.
- Match Cut: From a closeup of Robert's hands, clasped as he wrings them anxiously over his missing wife and son, to a closeup of Michael's hands, clasped as he mixes a drink in a martini shaker.
- Parental Neglect: Vivian gets so caught up in her whirlwind affair with Michael that she pretty much forgets all about Junior, who after all is there in the hotel suite with them. When little Robert says he's hungry a drunk Vivian suggests he eat from the hors d'oevure platter, and Michael has to step in and order the kid a proper lunch.
- Ripped from the Headlines: The climax of the story involves cute little Robert Junior being kidnapped away from his father and stepmother by Michael and his money-hungry gangster friends. Filming started only a few weeks after the kidnapping of Charles Lindbergh's little son Charles Jr., and the film was completed before Bruno Hauptmann was arrested for the crime.
- Satellite Character: The one played by Bette Davis, oddly enough. Vivian has the dramatic downward arc as her sensual and chemical appetites lead her into drug addiction and death; Mary has the dramatic upward arc as she marries Robert and becomes stepmother to Robert Jr. Ruth, the third friend, has little to do. She gets a job as governess to little Robert but if her character had been written out of the story, the story wouldn't be changed at all.
- Stock Footage: Used in some of the time passing montages, like clips of Warren G Harding and the Sino-Japanese War.
- Time Passes Montage: Several, as the years between 1919 and 1932 are summarized with news clippings and stock footage of stuff like Prohibition and the 1929 stock market crash.
- Title Drop: The three friends discuss the "three on a match" superstition, which, apparently, was invented by a guy who made matches.
- Your Cheating Heart: Vivian leaves the passenger liner with Michael, who she has known for a matter of hours, and embarks on an affair. Divorce follows after.