The Second Face

Claire Elwood speeds away in her car while Phyllis Holmes pursues her. Phyllis loses control and crashes into a truck, leaving her head heavily bandaged. She is immediately taken to the hospital, setting the stage for the flashback that frames the story.

Insurance adjustor Mr. West visits Phyllis to learn what happened, but she refuses to talk. The confrontation triggers a flashback that reveals Phyllis's past and how she came to this moment. The memory moves the plot back to Fresno and beyond.

Phyllis works as a secretary to Paul Curtis in Fresno, where Paul is secretly attracted to her but fears another disastrous marriage. Mrs. Lockridge, his housekeeper, tries to change his mind but fails. Since Phyllis has just graduated from design school, Paul connects her with Claire Elwood to advance her career.

Claire works at a fashionable Los Angeles dress shop. Floyd Moran is impressed by Phyllis's dress designs and offers her a job as a salesperson, with a potential promotion to designer if she proves herself. This sets Phyllis on a new path in the fashion world.

Claire arranges a double date for Phyllis before she arrives in LA, but Jerry Allison, Phyllis's blind date, makes an excuse when he sees her. Moran, wary of her looks, does not give her the promised job, delaying her break into design.

Allan Wesson needs to land Mr. Hamilton's account, and Jerry suggests targeting Hamilton through his daughter Lynn. Allan begins an affair with Lynn and ultimately secures Hamilton as a client, advancing his own career and intertwining fates with Phyllis.

Paul has to stay in Los Angeles for several months and becomes a frequent visitor to the apartment Phyllis shares with Claire. Phyllis pretends she has been going out every night on dates to deflect suspicion about her growing distance from Paul.

Jerry agrees to take Phyllis on a date, but she overhears him telling Allan that he intends to take her to a drive-in movie where others won’t see them together. She confronts him, and Paul arrives to defend her, confronting Jerry in the apartment and punching him.

After the confrontation, Paul asks Phyllis to return with him to Fresno. She tells him he is the last person she could ever love, hinting at deeper insecurities about his true feelings and her fear of a loveless marriage.

Allan arranges to fly to Honolulu with Lynn to marry her and sends a telegram to Phyllis asking her to break the news to Claire. The telegram triggers a testy reaction in Claire and sets up the ensuing pursuit.

Claire reads Allan's telegram, grabs a pistol, and drives away, pursuing Phyllis who is eager to intervene and control the situation. The tension escalates as emotions run high and loyalties become uncertain.

During the pursuit, a crash occurs and plastic surgeon Dr. Vaughn is called to repair Phyllis's face. He performs a remarkable reconstruction, restoring her beauty and changing the dynamics of how others perceive her.

Now beautiful, Phyllis begins attracting wealthy men, including Todd Williams. She visits Moran and demands ten times the salary she was promised when plain, and Moran grants the higher pay, reflecting her transformed status.

Phyllis learns that hospital bills were paid by an anonymous benefactor, with the last check signed by Jerry. The two become engaged, though Claire remains wary of Jerry's true motives and the tangled finances behind the gesture.

Claire uncovers that Paul was the real benefactor who paid the bills, not Jerry. Phyllis returns to Fresno and confronts Paul, who admits his fear that she might leave once she is beautiful. They eventually reconcile as he softens and they embrace.