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|Jeffrey Hunter||Jim Grayam (as Jeff Hunter)|
|Anne Francis||Lorrie Benson|
|Dana Andrews||Cort Benson|
|Viveca Lindfors||Doctor Elizabeth Larstadt|
|Stacy Harris||Josh Reynolds|
|Kathie Browne||Angie DeWitt (as Kathie Brown)|
|Phillip Pine||Doctor Ames|
|Michael Pate||Doctor Mills|
|Robert McQueeney||Sergeant Dawes|
|Strother Martin||Mr. Clyde|
|Victoria Paige Meyerink||Julie Benson (as Victoria Meyerink)|
On a lonely highway, Jim Grayam spots a car stopped on the tracks of a railroad crossing. Inside he finds a sleeping or unconscious woman with the car doors locked. Unable to wake her, Grayam smashes a window and drives the car to safety just ahead of a speeding train.Identifying her from a driver's license as Lorrie Benson, the wife of Beverly Hills millionaire Cort Benson, he drives her to their mansion. Grayam is a systems analyst for Benson Industries, widely admired throughout the company for his intelligence. When she wakes up, Lorrie makes it clear that she had parked the car on the tracks on purpose, a suicide attempt, and resents Grayam for saving her. Grayam declines a $1,000 reward.Impressed that he didn't rescue her for his own advancement, the hard-drinking and wild-partying Lorrie recruits him for a scavenger hunt, then begins a romantic affair with him. When the relationship turns serious, Cort Benson begins to sully Grayam's reputation at work, making it appear the valued employee is having a nervous breakdown, similar to one from his youth. Dr. Elizabeth Larstadt, a therapist, is asked to examine Grayam and finds him to have a volatile personality.Lorrie wants to leave her husband, but Cort makes it clear he won't permit her to take their young child. Grayam hatches a diabolical plot. He will kill Cort, but not before studying how to give the appearance of insanity, so that he will be sentenced to a psychiatric institution rather than to the gas chamber for murder.The scheme works. Dr. Larstadt's testimony lands Grayam in a sanitarium rather than a prison cell. Grayam's intention is to gradually prove to doctors that he is safe to be released back into society. In the weeks to come, however, the other inmates' behavior drives Grayam slowly out of his mind. And when he finally is visited by Lorrie, he discovers to his horror that she now has another man in her life.A desperate Grayam plans to escape. He confides in Dr. Larstadt, now believing her to be the only one who truly understands him, and even professes his love for her. The doctor, however, is only making sure that she was correct in her assessment that Grayam is unbalanced. Hospital security guards carry him away.