A hand flicks through a book full of different representations of the Sphinx. Through direct address to the audience, intercut with images and text, the filmmaker, Laura Mulvey, examines the myth's cultural and historical significance. She explains how the Sphinx will act as the film's narrator because it's voice is different from the authoritative voice associated with patriarchy, both in film and on the page. It is a "questioning voice, a voice asking a riddle." This explanation is followed by abstracted images of the Sphinx at Gaza taken from tourist film and photographs. This section and much of the middle section is overlaid with electronic compositions by Mike Ratledge.

Divided into 13 segments, the second section of the film switches from the filmmaker's direct address to a third person narration of the story of Louise, a young mother struggling to juggle work and childcare after separation from her husband. Each segment is a 360 degree pan of the camera around a fixed location, describing different aspects of Louise's journey from housewife and mother to a woman with a sense of her own identity and enpowerment. One pan depicts her standing at the window with her child in her arms as her husband leaves. She has her back to the camera and we do not yet see her face, for her identity is still associated intrinsically with her domestic environment and her passive role.

As Louise goes out to work, other worlds and other voices begin to interject into this interior world. A slow pan around women at switchboards shows that their drudgery at home has been replaced by drudgery at work. The women discuss approaching the unions about the difficulty of finding childcare while at work. Louise's growing questions about her own situation as a single working mother and the wider patriarchy which oppresses her accompany the camera's pan around a melancholy, windswept park as she plays with her child. Her questions are inconclusive, bringing her "out into society and back into her own memory," but she is now more able to articulate them. The slow and constant rotation of the camera is accompanied by a fragmented voice-over which sometimes articulates Louise's thoughts, but also introduces other voices, of the women that she works with or her new friend Maxine.

As Louise's tale ends a sequence depicts female acrobats who, like the Sphinx, are transformed by an experimental use of film processing. While the sphinx was rendered grainy and indeciperable, the acrobats are solarised and tinted in an exuberant array of colours, signalling their liberation and energy. The up-beat images of the acrobats are followed by one of Mulvey, who again takes up her position in direct address to the viewer, but here she is listening to her earlier explanation of the Sphinx and her film on a tape recorder and reflecting on it, sometimes making notes. The final image of the film is a close-up of a pocket puzzle as a ball of mercury finds its way to the centre of the maze. The invisible player shakes the puzzle and the image becomes a blur of silver.