After years of questioning why people fear him, Death (March) takes on human form for three days so that he can mingle among the mortals and find an answer. He finds a host in Duke Lambert (Standing) after revealing himself and his intentions to the Duke and takes up temporary residence in the Duke's villa. However, events soon spiral out of control as he falls in love with the beautiful young Grazia (Venable), the only woman unafraid of him. As he falls in love with her, Duke Lambert, who is also the father of Grazia's mortal lover Corrado (Taylor), begs him to give Grazia up and leave her among the living. Death must decide whether or not to seek his own happiness, or sacrifice it so that Grazia may live.