Caroline Torrington is large, and she wears glasses. Beside the beauties of her day, she feels dowdy and unattractive. Since the death of her father the Vicar, she and her sisters have fallen on hard times.

Meanwhile, Lucas, Lord Foxhaven, a noted rake for his wild and reckless behavior, is once again in dispute with his father, who won't give him his grandmama's fortune unless he marries Caroline Torrington. Lucas and Caroline arrange a marriage of convenience and go off to London for the season.

Little does Caroline know that her voluptuous body is driving Lucas to distraction. Each time he pulls back, Caroline thinks that he is disgusted by her body.

In the midst of this deepening mutual attraction and misunderstanding, Caroline gets embroiled in a scandal and is kidnapped. Lucas comes to her rescue and in a dangerous escape they discover they are each other's true love.