Paul Lawrence is a working class man who dates Cara, sells shirts at a Sydney department store, and dreams of attending art school. Cara leaves for London and Paul becomes the protege of designer Marie Rosefield. Through this he enters the 'set', the world of Sydney art society. Rosefield is friends with Mark Broniski, an artist who commissions Paul to design a set for British stage director, John L. Fredericks. Paul is helped by art student Tony Brown, who is dating Paul's cousin, Kim Sylvester. Paul and Tony begin a homosexual affair. Kim's mother Peggy has an affair with Boronoski.

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