After years of questioning why people fear him, Death (personification) takes on human form (Fredric March) for three days so that he can mingle among mortals and find an answer. He finds a host in Duke Lambert (Guy 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 Death falls in love with the beautiful young Grazia (Evelyn Venable). As he does so, Duke Lambert, the father of Grazia's mortal lover Corrado (Kent Taylor), begs him to give Grazia up and leave her among the living. Death must decide whether to seek his own happiness, or sacrifice it so that Grazia may live.