Fashion photographer turned director Aaron Reinhardt (Barry Primus) visits a withdrawn colleague at her windswept island cottage. By taping conversations with former model Lou Andreas Sand (Faye Dunaway) and developing her story for film, Aaron hopes "to help her put the fragments together, to sort out and focus on the reality."Flashback several years to the arrival of prim, high strung Lou (nee Emily Mercine) in Manhattan. After bowling over agent Peggy McCavage (Shirley Rich), the gorgeous, feline-looking Lou is an immediate success in the fashion industry. Still, she's frantic with fear about her work, becoming neurotically dependent upon pills, young friend Aaron, and possessive photographer Pauline Galba (Viveca Lindfors). Lou agrees to marry art director Mark (Roy Schieder), but sabotages the relationship by standing him up at the alter.Increasingly erratic and temperamental, Lou's position as a top model begins to slip. More is revealed about her past, in which we see that the unstable beauty may have been molested as a teenager, either by a wealthy older man or a priest. Lou is so afraid of her own desires that she either picks up anonymous men in bars, or makes men she's already involved with pretend to be strangers before going home with them.Lou's paranoia increases, further alienating her coworkers. She's hospitalized after trying to seduce her psychiatrist, then leaves the fashion business to move to a remote beach house off the New England coast. We return to the present, where Lou sees the visiting Aaron to the ferry. She asks him why, since they were such well suited as friends, they never actually had an affair. The confused Aaron answers that they DID indeed have an affair, leaving Lou to puzzle over her fragmented memories.