The film opens with the Russian-born novelist—who eventually became a member of Freud's 'Vienna Circle'—Lou Andreas-Salome (Katheryn Winnick) who had an unconsummated (Platonic) 'love affair' with German philosopher Friedrich Nietzsche (Armand Assante), and to whom he allegedly proposed in 1882 (although whether her claims are true is very much up for debate).

Nietzsche later visits a whorehouse, where he has another migraine attack, exacerbated by the overuse of a sleeping draught ( a chemical substance with psycho-active properties ).

The confessions lead to the two becoming open with each other, learning each other's way of life and finally the two becoming friends, but not before the film has explored a great deal of Nietzsche's philosophy and Breuer's psychoanalysis.

Breuer's anguish over his supposed unhappiness is explored by means of his highly symbol-laden dreams, thus showing the importance of interpretation as a stepping stone in what would constitute Freud's approach to psychoanalytic techniques.

The film ends with Dr. Breuer reentering into a happy relationship with his wife, after finding clearance and reassurance in a hypnotically induced dream, where aspects of Nietzsche's teachings and advice aid in his grand transformation.