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Jake (Craig Wasson) is a second-rate actor who has just been released from his latest opus, a sleazy horror movie. Sam is a fellow worker who gets work in Washington and offers Jake the job of house-sitting at a huge circular home atop a Hollywood mountain. Jake accepts and spends the evenings peering through a telescope at Gloria, a beautiful woman across the way who undresses in front of an unshaded window. The bored Jake watches her every night and is soon in love with the woman.

One night the woman is murdered in gruesome fashion as Jake watches helplessly from across the street. Jake tells the police what he has seen, but since there is no physical evidence, his story is not believed. Investigating on his own, Jake meets Holly (Melanie Griffith), a punky porno actress who has been hired by an unknown someone to play the role of doing the strip in the window. She's a BODY DOUBLE for Gloria, but why?