Jane Thornton (Cheryl Ladd) is a successful attorney coping with the loss of her husband. For the first time since his death, she is visiting her best friends Mandy (Bess Armstrong) and Will (William R. Moses). Years ago, Jane and Will were lovers. When their romance ended, Jane introduced Will to Mandy, and they’ve been happily married ever since – or so Jane thinks. Soon after her arrival, Jane senses something is wrong between them. Mandy confides in Jane that she feels unfulfilled and plans to leave Will. Jane is stunned. She begs Mandy to reconsider, but later Mandy erupts and asks a shocked Will for a divorce.
When Jane agrees to double with Will in a tennis match, they find they make a great team. Swept up in the excitement of the moment, Will and Jane passionately kiss. Despite their obvious attraction, Jane is hesitant to betray Mandy’s trust, and tries to get her friends back together. At the gala opening of Mandy’s new design shop, a distraught Will tells Jane that he and Mandy are finished. After the party, he offers to drive Jane home. Having more in common than ever, Will and Jane give in to their long-simmering desire.

The next morning, Will and Jane are filled with remorse, but their rekindled passion is too strong for either of them to deny, and they continue their secret trysts. Meanwhile, Mandy surmises that Jane is seeing someone and is happy for her friend, unaware it’s her husband that Jane is involved with. The next day, however, Mandy’s mother sees Will and Jane together. Mandy confronts Jane, telling her their friendship is over. Devastated, Jane is torn between the best friend she cherishes and the lover she can’t live without, until she makes a surprising decision that will affect all their lives.