Phil Jeff’s has being lying low at Ettalong after being shot. He returns and starts using his wealth to buy himself a respectable life. He aims at high end customers. So he snaps up the Fifty-Fifty Club in William Street and the 400 club in Liverpool Street. In these club patrons pay to get served, to get a drink, to use the bathroom and pay five pounds just to leave. Tilly has a brothel of her finest upstairs. Crooked cops, politician, celebrities, socialites and crime lords all flock to his stylish clubs to drink champagne and dance under the chandeliers. His dream of being a kingpin and respectable man has come true.
In 1933 Nellie and another gangster girl Dulcie Markham are working for Tilly. Up on drug charges Nellie skips to Queensland with lover Frank Green. The furious Calletti chases them and the two fight it out in Woolloomooloo with 500 spectators watching. After an hour with no winner Nellie gets to choose. Calletti wins out until he next goes to gaol and Nellie returns like a yoyo to Green. Calletti marries Nellie the moment he gets out of jail.
Kate meanwhile is having a hard time. She is getting old and fat. Her beauty is long since disappeared. Up on charges she tries to pull off one of Tilly’s tricks and offers to return to her home town of Dubbo to serve out her time.
Tilly, however, is coming into her own and operates her brothels on multiple levels of quality so she can cash in on men from every walk of life. She gets her girls hooked on cocaine so they can’t leave and Big Jim is their dealer. Inspired by Hollywood movies her dream of riches and fame and a bad girl image are being realized. She is a brilliant entrepreneur. But for both gals their time is running out.