Henning is a fashion photographer driven by visions of artistic glory. He is encouraged by a literary agent to produce a volume of erotic nudes and works to create the perfect layout with his favorite model, Leslie. All seems to be going well until the mysterious Joyce appears dark and sensual, Joyce plays games with the photographer's ego, driving a wedge between Henning and Leslie and seducing one of his other models. Blinded by his own ambitions, Henning is unable to see the ruinous web that Joyce is weaving.