Mark Wilson, an attractive, shy and perverted man is addicted to staring at the nude bodies of women. His carnal desires lead to the loss of his job and the dissolution of his marriage. In order to satisfy his lust he opens up a topless bar, on the wrong side of town, called The Voyeur. As his business grows he replaces the wall between his office and the women's dressing room with a see-through mirror so he can watch to his heart's content the waitresses as they change their clothes before and after their shifts. When Anne-Marie Millot, a pretty, much younger French woman, applies for a job he is instantly smitten. She discovers Mark's secret. His obsession spirals out of control as his affection for Anne-Marie grows. After learning about her true identity from a corrupt police Detective, Mark takes Anne-Marie on a visit to her previous employer, Heaven's View Stables, a horse farm in the mountains, owned by a wealthy old man, Woodsen. There he discovers Anne-Marie is not the women she seems and Mark must overcome his perversion in order to help his friend.