Phyllis's husband Lars has died. Broke, she and her daughter Bess move to San Francisco to live with Lar's mother and the Judge. Phyliss has trouble finding a job until she accepts a job in a photographic studio with Lar's ex-girlfriend.
Phyllis believes she and Bess are growing apart so she decides to join her daughter in her activities. But visits to a new age therapy group and a disco make Phyllis even more conscious of the generation gap.
Bess is getting serious with Warren Hollis so Phyllis thinks she needs to meet his parents. They meet at restaurant but Phyllis is unaware that they are below average height and repeatedly says the wrong thing.
The Judge's brother Julius comes for a visit. Mother Dexter is overjoyed by his visit. Julius needs money to start a new business, however, the Judge won't give him the money. Mother Dexter becomes mad.