In 1989, Rex Sterling's former cellmate, Clint Radison, found a woman named Marge Cotroke working at a diner who was a dead ringer for Rex's wealthy wife, Katherine Chancellor. Clint and his cohorts, Morey and Lil, went to work for Katherine as did a new houseman Robert Lynch and maid Shirley Haskell. They trained Marge to pass for Kay. Then they held Katherine and Esther Valentine captive. Esther just happened to be with Katherine when they kidnapped her. Lil and Morey guarded Esther and Katherine.
Morey was a small man who wore a shoulder holster while Lil was an older, toughened country woman. Katherine offered to pay them to free her. At first, the offer was $100,000 each, then $1 million each. Katherine begged to call her husband because he would want to know if she was all right. Meanwhile Marge sold Chancellor Industries and drove Rex away. Rex filed for divorce intending to marry Jill Abbott. Clint was now free to liquidate the rest of Katherine's assets.
"Katherine" was going to appear on TV to accept an award for her humanitarian work in the community. Clint was against the idea, but, Marge went anyway, impersonating Katherine. She played Katherine to the hilt as the real Katherine watched on TV, finally understanding why Morey and Lil hadn’t called Rex. At the farm house, Esther found out she was pregnant. Morey and Lil didn't tell Clint but brought in a doctor for her. Katherine slipped the doctor a note. He came back, pretending to be the police, foiling Katherine’s hopes of rescue.
On Esther’s birthday, Morey and Lil got Esther a larger maid’s uniform. While guarding Katherine and Esther, Morey constantly played cards. Katherine and Esther devised a plan of escape. Esther would play cards with Morey and Katherine would get the gun. The ploy worked and Katherine aimed the gun at Morey as she backed out the door. However, Lil returned from shopping and smashed a full wine bottle over Katherine’s head. Katherine decidesd to do whatever it took to get free and started to get friendly with Morey.
When Lil realized what Katherine was doing, she confined Katherine to her room with Esther. Because of the stresses of their situation, Esther had pregnancy complications. Lil took her to the hospital. Katherine's son, Brock Reynolds, made a surprise return from his missions in India. By accident, Brock saw Esther. Lil would not leave the two of them alone. Marge flew off to Milwaukee to have her divorce from Rex finalized and Came back to find Brock asking about Esther.
Morey, for the first time, informed Clint that “Boo-hoo” was pregnant and Lil took her to the hospital. Clint was sure their plans would all come undone and called Marge. Brock wanted The Duchess to go visit Esther and then bring her back to the estate to recover. "Katherine" said that they parted friendship. Brock convinced her to go. Of course, Esther was repulsed and Marge gave her a chance to tell her off when Brock stepped out to talk to the doctor. Then, Marge said when Brock came back, they would ask Esther to stay, but, Esther was to refuse.
Marge threatened Katherine’s life if Esther didn't cooperate. The offer was made and Esther refused as planned, but, the doctor wanted Esther to stay a few days for observation. He thought the issue was stress related. Esther tried unsuccessfully to tell Brock about his mother. This prompted Lil to warn against any further attempts. With Rex’s divorce final from Katherine, Rex planned on marrying Jill. Brock returned to visit Esther. Katherine convinced Morey to let her talk to Esther on the phone.
Esther said it was Katherine and Brock grabbed the phone. “Hello, Duchess.” Katherine, stunned, repeated the word. Lil hung up the phone, saying Esther needed her rest. Brock wanted to speak to Esther alone and said he would get the police if need be. Marge and Lil nervously waited outside as Esther tried to tell Brock what had happened. Lil burst in and Brock looked at them in shock. Katherine, alone with Moreu, sang a song that always brought her strength in the past, “I’m Going To Live Until I Die”.
Morey applauded her as she cried and said, “I remember. I remember.” Lil took Esther out of the hospital and back to the farm house. She and Katherine hoped Esther’s words to Brock, “You mother’s not your mother,” would do the trick. Rex and Jill planned their secret getaway. Clint talked to Morey and wanted them to off Katherine and Esther that night. Morey and Lil didn't want to have blood on their hands, but Mori said they would do it. Katherine sensed that today was they day they got free.
She saw the newspaper article about the sale of Chancellor and was sure Brock would realize something was wrong. She and Esther tried to talk to a troubled Morey and Lil, but then were very scared that the kidnapping plot was coming to a head. Marge arrived at the farm house and told Morey and Lil that she forgot the combination to the wall safe and that there was a fortune in jewels the boss didn't want to leave behind. She convinced them to let her see Katherine and got Esther out of the room so they were alone.
Marge started yelling about the combination and started throwing things around and tried to get Katherine to yell at her because she was trying to help her. Then Marge started taking off her clothes to switch places with Katherine. When Katherine realized what was happening, she pretended to fight back. Esther, outside the room, was concerned and started having belly pain. Morey and Lil hoped whatever was in the safe was worth what happened. Katherine said it was one of the finest collections of jewels in the world, worth millions and millions.
Morey offered her a drink. ‘Marge’ says she had to go. Katherine hurried out, free after five long months of captivity, and returned home to a teary reunion with Brock. They contacted the police. Katherine wanted to make sure no harm came to Marge who had just saved her life. Morey and Lil were going to turn ‘Katherine’ and Esther loose. Robert came in to shoot them, however, Lil smashed a liquor bottle over his head. Robert walked in to the Chancellor mansion first, followed by Morey and Lil.
Katherine didn’t press charges against Morey, Lil or Marge. Clint, Morey and Lil went to prison but Marge was released as an innocent dupe, thanks to Katherine.