Though suffering from a grave illness, American heiress Milly Theale arrives in Europe determined to live. Her succesful entry into London drawing-room society introduces her to Kate Croy, a dazzling young beauty whose secret affair with Merton Densher, an attractive journalist, threatens her place in this rarefied circle. Through Kate, Milly renews her acquaintances with Densher, whom she met briefly in New York. He becomes for Milly a singular chance for love. Intensely aware of her friend's fortune and fate, Kate's forbidden passion for Densher spurs both of them towards a tremendous deceit...