Smooth operator Arlo is setting up an erotic musical in New York. Lialeh, a talented girl who wants a singing career and doesn't mind doing nudity or having sex, joins the show.
Eve is stuck in an abusive relationship with her lover, Frank, but after attending a few swing parties, she begins to lose her inhibitions in more ways than one.
Paul is a middle aged director of TV commercials who has a longstanding on-again, off-again relationship with actress Lisa (Diane Miller) when he marries much younger fledgling writer Caroline (Gena Lee) out of the blue. Initially apprehensive of one another, the two women end up falling in love, excluding Paul from their union with terrible results.