The opening credits are followed by the following onscreen words: "The trouble began ---" Dr. Stewart McIver (Richard Widmark) is now in charge of a psychiatric institution, one run for many years by medical director Dr. Douglas Devanal (Charles Boyer).

McIver must address the needs of a number of disturbed patients, among them Steven (Stevie) Holte (John Kerr), a possibly suicidal artist, and the self-loathing Mr. Capp (Oscar Levant).

Karen McIver takes it upon herself to buy a more expensive and colorful set instead, gaining the approval of the chairman of the board Regina Mitchell-Smythe (Mabel Albertson), but without the knowledge of her husband.

Dr. Devanal, who has a drinking problem, has been having an affair with his secretary Miss Cobb (Adele Jergens), and makes a clumsy pass at McIver's wife as well.

Having felt stable enough to go on a date with Sue Brett (Susan Strasberg), another patient, Stevie Holte is very upset to discover that new drapes have been installed, not the ones his artwork was meant to inspire.