Martin Landau plays Dr. Judah Rosenthal, a prominent ophthalmologist with a successful practice, a loving family, and a reputation for generous charity work. But Rosenthal also has a secret: his mistress, Dolores (Anjelica Huston). What began as a casual fling has become uncomfortably intimate, and as he tries to break off the relationship, Dolores threatens to expose his infidelity to his wife and some unorthodox financial arrangements to his colleagues. Fearful that Dolores will make good on her threats, Judah confesses his secret to his brother Jack (Jerry Orbach), who has ties to organized crime and offers to "make the problem go away." Meanwhile, Cliff Stern (Woody Allen) is a filmmaker working on his pet project, a documentary about philosopher Prof. Louis Levy (Martin Bergmann). However, films about philosophers don't pay the rent, so Cliff's wife Wendy (Joanna Gleason) arranges for him to make a documentary for public television about her brother Lester (Alan Alda), a famous TV comedian whose vapidity is exceeded only by his arrogance. While Cliff tries to bite the bullet and finish the film, he finds himself falling in love with PBS producer Halley Reed (Mia Farrow).