Stella Chernak (Stella Stevens) arrives at the Peyton Tower Hotel in Peyton Place after an absence of numerous years. She has returned to destroy the small town, and is able to use her power through Jay Kamens (Norman Burton), the president of the Peyton Mills and her trustee. Another former citizen returning to Peyton Place is Betty Anderson (Janet Margolin). Although she is now married to David Roerick (Edward Bell), she agreed to a secret meeting with her ex-husband Rodney Harrington near Peyton Place. Her friend Denise Haley (Charlotte Stewart) offers her a roof, despite her husband Stan Haley's (Jonathan Goldsmith) objections about her presence.