Shortly after a violent encounter with magician Maximilian (Vincent Price), Joe Adams (Henry Fonda) is shot by police. As he lies dying in his apartment, he reflects on his past. The flashbacks follow Joe as he falls in love with young Jo Ann (Barbara Bel Geddes), who is also being courted by Maximilian. Jo Ann begins to favor the compassionate Joe over the possessive magician, and Maximilian heads to Joe's apartment intending to kill him, resulting in a dramatic standoff.