At the beginning of the twentieth century, Yu-liang leaves a brothel in a small Chinese town, to become the second wife of Mr. Pan. While Pan is away at the revolution in Yunnan, Yu-liang learns to paint and takes art classes at the Shanghai Art Institute, until it is closed for painting nudes. Because she cannot bear him a son, Yu-liang leaves Pan to his first wife, and studies art in Paris, where she wins an award for a nude self-portrait. She returns to join Pan in Nanking in the 1930's, and becomes a Professor until it is discovered that she came from a brothel. She returns to Paris to live the rest of her life there, and finally gains a major exhibition of her work.