Act 1

Tom Rakewell is courting Anne Trulove outside her father's house in the country. Trulove has doubts about his daughter's proposed marriage and tries to arrange a regular job for Tom; but Tom resists the idea and, left on his own, declares his intention to "live by my wits and trust to my luck." When Tom expresses his wish for money, Nick Shadow appears and tells him that an unknown uncle has left him a substantial fortune. He then invites Tom to employ him as a servant and accompany Tom to London to sort out the inheritance. The second scene, set in Mother Goose's brothel, shows Shadow introducing his new master to the sleazy aspects of London life. But Tom is uneasy and laments his betrayal of love, yet accepts Mother Goose's invitation to spend the night with her. Meanwhile, back in the country, Anne wonders why she has not heard from Tom. She knows somehow that he is in danger, and sets out for London to aid him.

Act 2

Tom is bored with his dissolute life. He utters his second crucial wish, for happiness, whereupon Nick makes the odd suggestion that he demonstrate his freedom by marrying Baba the Turk, the famous bearded lady. Soon afterwards Anne finds Tom's London house, only to see him emerge from a sedan chair which also contains Baba, whom he has just married. Tom tells Anne to leave, yet genuinely regrets what has happened. In the next scene Tom is clearly finding his eccentric marriage intolerable, as Baba is a chatterbox with a fiery temper. He silences her by throwing his wig over her face, then falls asleep. Nick enters with a "fantastic Baroque Machine" and demonstrates how, through the use of a hidden compartment in the machine, it appears to turn stones into bread. Tom cries out in his sleep that he wishes it were true, and waking, finds the machine he has dreamt of. Nick hints that if such machines were mass-produced Tom could become a saviour of mankind and Tom sets out to market the machine, not knowing it is a sham.

Act 3

The plan has failed – the act starts with the auction of the ruined Tom's property by the maniac auctioneer Sellem. The objects for sale include Baba, who has remained immobile since being silenced by the wig. When unwrapped, she resumes her tantrum, now directed at the auction-goers for disturbing her belongings, but calms down when Anne enters. Baba advises her to find Tom and "set him right", and warns her against Nick Shadow. She announces her intent to return to her life on the stage. In a graveyard, Nick reveals his identity and demands payment from Tom, in the form of his soul; but as midnight strikes, Nick offers him an escape in the form of a game of cards, which Tom wins, thanks to the benign influence of Anne. Defeated, Nick sinks into the ground, condemning Tom to insanity as he goes. Consigned to Bedlam, Tom believes he is Adonis. Anne ("Venus") visits him, sings him to sleep, then quietly leaves him. When he realises she has gone, he dies.

In an epilogue, each of the principal characters gives a moral drawn from their scenes in the opera, and then come together to ascribe a final joint moral, "for idle hands, and hearts and minds, the Devil finds a work to do."