Dr. Noah Phillips (Maurice Godin) was desperate to save his 30-year-old wife, Meredith (Lisa Maris), from a premature death from cancer. He broke the rules and tried out an experimental treatment he had developed with his partner Dr. Don Kingsly (Andrew Airlee). The Cellular Regressor, designed to reverse the effect of age and disease on cells, restored Meredith's health, but only temporarily. After a few minutes, the cancer returned with a vengeance, killing her instantly. Devastated by Meredith's death and his research funds cut off, Noah retires at age 35 to a small town, where he moves next door to a couple in their 60s, Barbara (Barbara Rush) and Greg Matheson (Harve Presnell). Noah learns that Barbara gave up a promising career as a jazz singer to marry Greg, a short-tempered traveling salesman who now beats her. Noah's feelings for Barbara deepen, despite the fact she's old enough to be his mother. He continues his research on the Cellular Regressor, trying to get it to work.