Kathy Allen (Arlene Dahl) is a slum-dwelling poor working-class gal raised by an abusive stepfather (Sid James) she hates. That's given as the reason she hates all men and only desires to use them to climb the social ladder. She's a gold digger who sets her sights on getting a better life no matter how. She deems the Stylewear Beauty Contest as her ticket out of the slums and uses her feminine charms on Sam Lewis (David Kossoff), the elderly head of Stylewear magazine, to get him to rig the contest and choose her as the pageant winner. Kathy then reneges on her promises of sexual favors, and rushes off to jump start her career. She meets Tim O'Bannion (Philip Carey), a struggling television producer employed by the European-based Dowling's advertising firm, but turns down his advances because he's not rich.