After lonely, middle-aged woman Millicent Weatherby (Joan Crawford) meets the vibrant and young Burt Hanson (Cliff Robertson) at a restaurant, they go out on a date. Although Millicent is wary of their age difference, she eventually marries him. Soon she is shocked to encounter Virginia (Vera Miles), Burt's ex-wife. Virginia claims that Burt is mentally unstable, which is later backed by Burt's father (Lorne Greene). Confused and scared, Millicent tries to learn the truth about her new husband.