Nancy Willows (Constance Towers), pretty blonde high school teacher, writes song lyrics which spark the careers of struggling young pianist-composer Martin Adams (Keefe Brasselle')and would-be singer Jerry Dennis (Frankie Laine). When Nancy and Martin fall in love but quarrel over her old flame, David Parker (William Leslie), Nancy returns to her teaching job. Jerry reunites Nancy and Martin and, in turn, succumbs to the charms of his new secretary Marge Stevenson (Lucy Marlow).

A former model, serving time in prison, becomes a key witness in a trial against a notorious gangster. She is put under protective watch by the District Attorney in a posh hotel, but the crime kingpin makes attempts to get to her.