A fire breaks out on the 12th floor of the First Interstate Tower building in Los Angeles. Meanwhile, Paul and Susan are working late on the 37th floor, along with cleaning staff, security, and building engineers, some of whom are installing sprinklers. The fire spreads rapidly and those in the building quickly become trapped.

Marian Rose White is placed in a State Home for the feeble-minded by her uncaring mother when her father dies. She is a young teenager and there is nothing wrong with her except for some clumsiness, mostly caused by poor vision. State law (in 1934) requires sterilization of all inmates. Sympathetic nurse, Bonnie McNeil, befriends Marian and protests her treatment.