Peter (Roger Rees) and his dominatrix, Suzanne (Geno Lechner), develop a personal relationship during their sadomasochistic sessions and, when Suzanne quits her job, they attempt to maintain that relationship outside her workplace, without the rules and boundaries that existed in the S&M dungeon. During the opening credits, images are shown of frescoes from a villa in Pompeii called the Villa of the Mysteries. Of particular relevance to the film is a fresco depicting an angel with a whip. Suzanne is in a dungeon setting with her client, Peter. Suzanne informs Peter that she is quitting at the end of the month, and gives in to Peter's request to see her on the outside. Their agreement causes Peter to be distracted at home with his wife, Pat (Kit Flanagan), and at his work as a psychotherapist. Pat confronts him and, although she already knows and accepts Peter's sadomasochistic activities, she is concerned to hear of Peter's attachment to Suzanne. Upon meeting Peter on the outside for the first time, Suzanne is unsure if she has made the right move in deciding to see him, but her curiosity overpowers her reluctance and they continue talking. Later, it becomes apparent that Suzanne is just as preoccupied by their relationship as Peter, when she is shown in bed with her girlfriend, Miko (Miho Nikaido), who notices Suzanne's distraction and confronts her about it. Flashback to Peter, calling himself "Robert", meeting for the first time Suzanne, who was going by the name "Mistress Diana". He removes his clothes and tensely waits for her. He describes to her his favorite masochistic acts and she begins their session. They feel a connection quickly and at the end of that session, they share their real names. In the present time, Suzanne's relationship with Miko is faltering. Peter is struggling to write a psychiatric paper, remembering his childhood of coping with a severe learning disability and Attention Deficit Disorder. Peter and Suzanne continue exploring their S&M relationship in flashbacks, with Peter receiving piercings and pinching. Outside the dungeon, Peter clings to her, but also tries to analyze her or overpower her at the same time. In a meeting at a diner, Suzanne tells Peter about a time in her teens when she tried to make friends with a boy named Tim in a new community by performing oral sex on him. Suzanne says she felt proud of herself until everyone at her new school found out about it. Peter suggests that if the memory did not still hurt, she would not have brought it up. He tells her about his struggles in school with a learning disability and how it still affects him. Suzanne again becomes uncomfortable with Peter's intimacy with her. After Suzanne puts off meeting with Peter on the outside again, he goes to an S&M club, but he is unable to get in the mood and stops his dominatrix, Mistress Terry (Angela Forrest), shortly after she begins flogging him. He leaves a pleading message on Suzanne's answering machine. Rather than meet with him again, she goes to Philadelphia for a one-time session with an old client, facilitated by Suzanne's former madam, Juno (Phyllis Somerville). When she returns to New York City, she gets news that her mother, Gretchen (Jenny Sterlin), has cancer. She calls Peter to drive her to her mother's house. Suzanne and her mother are shown to have a tense relationship, causing her to lean on Peter after the visit. (From left to right) Suzanne's brother Steve (Beau Van Donkelaar), Suzanne (Geno Lechner), Gretchen (Jenny Sterlin), and Peter (Roger Rees) having dinner after Gretchen's cancer diagnosis. Peter drives Suzanne back to her apartment and they go inside. They begin passionately kissing for the first time. Suzanne says that she will never be comfortable with how they met, and although she seems to want more, she stops Peter before he penetrates her. She leaves the room only to return and begin to allow Peter to touch her again sexually, at which point her face goes blank and she collapses in his arms, sinking to the floor. Peter sits with her for a while and returns home. Days later, they meet again outdoors. Suzanne says she cannot allow herself to want Peter. He says he understands how she feels but does not want to lose her, but Suzanne ends the relationship anyway. In the final scene, Peter and Pat are sitting lakeside. Peter apologizes for the things he has done to hurt her through his relationship with Suzanne. Finally, in a voice-over telephone conversation, Peter asks Suzanne if they can meet on the outside again, and Suzanne says it will not be any different than it was a year ago. Peter falls silent.