When Lena (Sean Young), a beautiful young woman, shows up at a Midwestern American diner, chef owner Eddie (Tom Conti) begins a relationship with the woman who will change his life forever. Whilst Lena is a mystery, escaping a former life that threatens to catch up with her, Eddie is a fiftysomething man looking for fulfilment. The two discover that they need one another and Eddie becomes embroiled in Lena's past, as well as becoming seduced by her present. As they become closer, and their relationship grows more physically sensual, Eddie is blinded to the fact that Lena may not be the woman she appears to be. With the web of deceit closing around Eddie, and Lena's pursuers getting closer by the minute, things heat up for the lovers. One of them is destined to live, the other to die, as things get increasingly 'Out of Control'.