In England in the 1920s, Emily, a maturing daughter of a once wealthy family arrives at their family estate to visit her mother for a couple of days. She wants to lose her virginity and there's more than enough opportunity for that. Her attractive lonely older mother is having a secret sexual relationship with a smug lusty older rich man who pays for her debts in return. He has his eye on Emily too. Their next door neighbor is a beautiful married middle-aged artist who offers Emily to pose for her. Emily is intrigued by the woman and a mutual erotic seduction between the two begins. However, in Emily's mind this is just a friendly exploration between two girls and doesn't count as losing one's virginity. Another candidate for that task is a young adventurous American about the same age as her who's visiting the old country. The maid has a lover as well, a soldier, who also wouldn't mind helping Emily with her quest. She eventually realizes how much lust these people hide in them and becomes disillusioned and overwhelmed with the fact. This causes her to make her final choice for better or worse.