A man driving home late one night nearly hits a beautiful, scantily-clad woman who is running wild in the streets; he takes her back to his apartment, they make love, and he discovers that she has already forgotten where they met. She is rapidly losing her memory, a woman without a past. The amnesiac woman is traced back to a scientific fortress melodramatically known as "The Black Tower," where people suffering memory and identity loss due to accidental nuclear contamination are being held and treated.