Petra von Kant is a successful fashion designer -- arrogant, caustic, and self-satisfied. Some time ago, she divorced the husband she no longer loved. Until recently, she has been in a fairly satisfactory S and M relationship with Marlene (her secretary, maid, and co-designer). She mistreats her. Enter Karin, a 23-year-old beauty who wants to be a model. She falls in love with Karin and invites her to move in. The rest of the film deals with the emotions of this affair and its aftermath. Fassbinder tells his story in a series of 5 or 6 long scenes with extended uses of a single camera shot and deep focus.