Failing actress, Jacqueline Susann (Bette Midler) links up, romantically and in business, with publicist Irving Mansfield (Nathan Lane). Searching for a way to launch her career, Irving convinces her to write a book which he will help her publish. The result… Valley of the Dolls, one of the best-selling novels of all time – an expose of the steamy lives of drug-addicted, sex-craved movie stars.

Jacqueline and Irving invent a whole new way of selling books, but as success finally reaches her, she is diagnosed with breast cancer. With her health deteriorating, fulfilling her dreams becomes a race against time.