The story of a woman, Carol (played by Sarah Lancashire) who is torn between the affections of a working class older man, Jim Proctor (John Thaw), the owner of a window company and a 22-year old younger man, a charming opportunity-seeker and fortune-hunting Paul Duggan (Joseph McFadden.) To complicate matters, Proctor faces losing his glass company company (and his girl) to his evil, scheming nephew (Duggan), and his attempts to win them back.