In New York City, former chorus girl Paula McFadden and her precocious ten-year-old daughter, Lucy, arrive home to discover a note from Paula’s boyfriend, Tony, who explains that he has left them to accept an acting role in a film production abroad. Devastated and penniless, Paula returns to dancing but finds she can no longer keep up. She soon learns that Tony sublet their apartment to his friend, fledgling actor Elliot Garfield, who arrives late one night from Chicago, Illinois, to claim his rental. Although Paula turns Elliot away, he calls from a pay phone outside to beg for compassion and she agrees share the apartment for three months, since Elliot has already paid the rent and she cannot afford the cost alone. Paula shows Elliot to Lucy’s bedroom and attempts to impose house rules, but Elliot argues that she must respect his odd habits, including morning meditation, late-night guitar playing and sleeping in the nude. The following morning, Paula and Lucy are awakened by Elliot’s meditative chants. When Paula complains, Elliot reports that he is preparing for his new role in an off-Broadway production of William Shakepeare’s Richard III and Paula protests that she will fail her audition due to sleep deprivation. That day, Paula is passed up for younger women at her dance try-out while Elliot conflicts with his theater director, who wants “Richard” to be portrayed as a homosexual. Paula is displeased when Elliot later brings his female co-star home to rehearse and Lucy suggests her mother is envious. One day, on a grocery excursion, Paula is robbed. Elliot’s failed attempt at regaining her stolen purse, which contains the last of her savings, provokes Paula’s antagonism, but Elliot charms Lucy at dinner. Despite Paula’s hostility, Elliot lends her money for Lucy’s care. Sometime later, Elliot begrudgingly prepares for his role as an effeminate “Richard” but fears that the play will mark the end of his budding career. Paula announces she has found work and returns Elliot’s cash. When she reports that Lucy is ill, Elliot soothes the girl with his guitar. Upon the premiere of Richard III, Elliot returns home intoxicated and shattered by terrible reviews, but Paula consoles him. The next morning, Elliot is relieved to learn the show is cancelled. Despite his lack of income, Paula asks Elliot to remain in the apartment so he can watch Lucy while she works as an emcee at an automobile show that evening. Paula is surprised and flustered when Elliot and Lucy arrive at the convention. She stumbles over her lines, provoking Elliot to feel better about his failed rendition of Richard III, and he compliments her. Leaving Lucy with her mother, Elliot announces that he is on his way to a new job, but declines to mention that it is at a strip club. There, Elliot is injured by a drunk patron but the audience gives Elliot a standing ovation, mistaking the fistfight for scripted entertainment. Returning home, Elliot attempts to seduce Paula and she scolds him, claiming she does not want to be happy. They make a date for the following evening and Paula races home from the convention to find that Elliot has decorated the roof of their building. As he tells her about his new job with an improvisation group, they take shelter from the rain, kiss and make love. In the morning, Lucy is displeased by the new arrangement. Both mother and daughter fear their hearts will be broken again, but Elliot pleads his sincerity. Later that day, Elliot picks Lucy up from school in a chartered horse-drawn carriage and secures the girl’s approval. Over time, Elliot achieves success in his improvisation troupe. Paula renovates the apartment with their new income and Elliot proposes marriage. However, a film director recruits Elliot for a movie in Seattle, Washington, and he jumps at the opportunity, leaving Paula to worry if he will leave her as Tony did. Elliot promises Paula that he will be back after the four-week shoot and she reflects that she is stronger because of their relationship. Elliot leaves, but he calls Paula later that night from the pay phone outside their apartment, announcing that he purchased plane tickets for two. Seeing Elliot’s gesture as a confirmation of his commitment, Paula decides to stay home with Lucy. Elliot asks Paula to have his guitar restrung while he is away, she hangs up the phone with joy, knowing he would not have left the instrument behind if he intended to leave permanently. Despite the pouring rain, Paula climbs onto the fire escape, clutching the guitar, and declares her love for Elliot, who is standing in the street below. She blows him goodbye kisses as he drives away in a taxicab.