Passengers on a ship traveling from Mexico to Europe in the 1930s represent society at large in that era. The crew is German, including the ship’s Dr. Schumann, who falls in love with one of the passengers, La Condesa. A young American woman, Jenny, is traveling with the man she loves, David. Jenny is fascinated and puzzled by just who some of the other passengers are.

The story of two friends and their different attitudes to women. Keith works in advertising and wants to marry his longtime girlfriend Wai but she is more intent on furthering her career as a photographer. His best friend David, a hairdresser, fools around and wants him to do the same and not be faithful to his girlfriend. When Keith is rebuffed by Wai, he is readily seduced by the new girl in the office Nancy. Meanwhile David falls for An An Yu but due to a misunderstanding with her brother he is warned to stay away. Things complicate and Keith becomes jealous of David whom he suspects of playing around with both Wai and Nancy. Inevitably their relationships with women suffer and they get their just dessert.