Myron Breckinridge (Rex Reed) is waiting for her sex-change operation while a stoned surgeon stumbles into the operating room. Before the drugged doctor begins Myron's operation, he counsels her. Myron persists and the doctor goes through with it. An enthusiastic audience observing the operation applauds the medical achievement and rises in a standing ovation. After the operation, Myron arrives in Hollywood as Myra Breckinridge (Raquel Welch) while in the rest of this movie, Myron pops up from time to time as Myra's alter ego. Myra goes to an acting academy owned by her uncle, Buck Loner (John Huston), a former cowboy star. The real reason for Myra's arrival is to claim her half of Uncle Buck's estate, to which she says she's entitled. Buck Loner stalls by giving her a job teaching the history of motion pictures. Buck Loner has several friends. One of them is Leticia Van Allen (Mae West), an ancient Hollywood talent scout. The sex-starved septuagenarian runs an acting agency "for leading men only".