Famous plastic surgeon Dr. Hugo (Christopher de Leon) has a fiancée Alicia (Nanette Medved) and feels that her face is his greatest creation. Originally a monstrous carnival attraction, she was transformed into a beautiful and glamorous woman through surgery. Alicia learns that beauty is not everything that she imagined it to be. She finds it difficult to discern whether people like her for her personality, or only because she is rich and beautiful. She yearns for her former self, the ugly Carissa. As Carissa, she felt sure that those who liked her were not attracted by her appearance. One such person was her former neighbor and lover, Mendez (Cesar Montano).