French-accented portrait painter Charles Boulanger (John Gavin) says goodbye to Betsy Garth and Maggie Mencken (Vera Miles) who have been visiting Chicago. Maggie is a good friend of Judge Garth and the Judge is the executor of her late husband's estate. Charles accent is phony and he is wanted by hoods trying to collect a gambling debt so he escapes to Medicine Bow by saying he will paint Maggie's portrait. At Maggie's house Charles discovers an important art work purchased by her late husband and while romancing Maggie, makes plans for faking the painting and selling the original to pay off his debts. However, two things stand in his way: his growing affection for Maggie, and Judge Garth, who suspects Charles is not what he seems.