Asked by Francis I to tutor his son, Diane de Poitiers becomes the future King Henry II's mistress in 1500s France.

Jerry Mulligan is an exuberant American expatriate in Paris trying to make a reputation as a painter. His friend Adam is a struggling concert pianist who's a long time associate of a famous French singer, Henri Baurel. A lonely society woman, Milo Roberts, takes Jerry under her wing and supports him, but is interested in more than his art.