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With their latest show "Heaven on Earth" still running on Broadway, the song and book writing team of Julia Houston and Tom Levitt have decided to take a professional break, in part to give Julia and her husband Frank time to go through an adoption process and in turn allow Julia to be a stay-at-home mom. But a germ of an idea from Tom's new assistant Ellis Tancharoen leads to the thought of writing a new musical based on Marilyn Monroe. A further move by Ellis which could kibosh the idea before it even gets off the ground instead generates buzz around the new project. On board is producer Eileen Rand, who, because of divorce proceedings, is unable to continue work on what would have been her focus of a revival of "My Fair Lady". Eileen wants to hire Derek Wills to direct, much against Tom's wishes as the two hate each other. Julia and Tom believe that their friend Ivy Lynn, who currently performs in the ensemble of "Heaven on Earth", would be perfect to play Marilyn. But during open auditions, an unknown named Karen Cartwright makes an impression on Derek, enough so that she is called back. Beyond her unknown status, other things working against Karen are her New York-phobic Midwestern parents who don't agree with her choice of career, and Karen's own morals which could stop her from doing what she believes she needs to do to get the part.