Renegade Confederate soldiers take over a frontier town, but after they molest a young black woman, a group of ex-slaves arm themselves and counter-attack.

Henning is a fashion photographer driven by visions of artistic glory. He is encouraged by a literary agent to produce a volume of erotic nudes and works to create the perfect layout with his favorite model, Leslie. All seems to be going well until the mysterious Joyce appears; dark and sensual, Joyce plays games with the photographer’s ego, driving a wedge between Henning and Leslie and seducing one of his other models. Blinded by his own ambitions, Henning is unable to see the ruinous web that Joyce is weaving