Esther Cimino, a music teacher who has reached retirement age, finds that her mental faculties are slipping somewhat. The film is a trenchant, realistic study of the ravages and displacements, socially, physically, and mentally, that are visited upon a once-proud, sensitive, and still highly intelligent woman who is declared mentally incompetent by her children. She is subjected to a hearing, where her blurred responses prompt the judge to put her in a nursing home, and she begins to deteriorate. However, her granddaughter who loves her rouses her back to life and helps her learn how to live again.