Madeline Ashton, a narcissistic actress, and her frumpy writer friend, Helen Sharp, have a tumultuous history marked by rivalry over men. When Madeline marries Helen's fiancé, plastic surgeon Ernest Menville, Helen's life spirals into depression. She eventually re-emerges, looking stunning and plotting revenge on Madeline. Meanwhile, Madeline's obsession with youth and beauty leads her to an enigmatic woman named Lisle Von Rhuman, who offers her a magical potion that grants eternal youth and vitality. Despite the mysterious warnings accompanying the potion, Madeline eagerly consumes it, regaining her lost beauty.

Years later, Ernest is now a broken man due to Madeline's vanity and cruelty. Helen reappears, looking more youthful than ever and rekindling her relationship with Ernest. Both women’s newfound beauty fuels their increasing rivalry. As their contest intensifies, secrets about the potion and its side effects start to emerge. The characters find themselves ensnared in a bizarre and escalating series of confrontations, leading to unforeseen consequences that disrupt their lives in unimaginable ways.