Set in China in the 1930s, the film is about the disturbing relationship between three characters. Ing'er, the daughter of a theater owner, welcomes the return of Shao-dung, her fiancée and an excellent cellist from America. Shao-dung soon finds himself captivated by the opera "Fleeing By Night" and its celebrated actor, Lin Chung, whose voice seems to articulate something within himself. As Shao-dung tries to mix eastern and western music, Ing'er is torn between her affection for both men and the awareness of the growing intimacy between them.