Her home is very important to Clara (Sonia Braga), a rich 65 year old who lives in a luxurious century-old apartment in the Brazilian coastal town of Recife. This independent widow and former music critic has settled into a leisurely lifestyle which includes trips to the beach across the street and various exercises to keep fit. The main irritant in her idyllic existence is an aggressive company that has plans to knock down her building (called Aquarius) and put in its place luxury condominiums. The young, amoral, and ambitious developer Diego (Humberto Carräo) has managed to convince everyone else in the building to sell their apartments to him.

In an opening sequence set in 1979, we witness the 70th birthday party of Aunt Lucia (Thaia Perez) who in the midst of the celebrations looks at a cupboard and flashes back to memories of sexual play in her past. Gliding back into the present, we learn that Clara still wants to have a sex life, even though her beloved husband passed away years ago. But during a date with a handsome man and an encounter with a gigolo she invites to her apartment, she is rattled by what she takes to be their reactions to her scars from breast cancer. She also is friends with a life guard at the beach who thinks she is a beautiful woman.

Writer and director Kleber Mendonça Filho has created an immensely appealing portrait of a feisty, lonely, sensual, and sophisticated elder whose is appreciative of the place where she lives and the possessions (LPs, cassettes, books, paintings, and knick-knacks) that have given her so much pleasure and joy over the years. But Clara's three children are anxious over their mother's living alone in the building. They believe that she should accept the company's offer and move.

Soon, Diego begins a multidimensional attack on Clara by allowing a crowd to have an orgy in the apartment above hers. She responds by playing "Fat Bottom Girls" very loudly. This scene is closely linked with another one in which a much younger Clara shares with her friends a pulsating rock music version of "Another One Bites the Dust."

Aquarius reveals the nasty things corporations are willing to do in order to achieve their goals. They eventually go too far and push Clara into actions of her own to save her home. Braga's magnificent performance shows once again how seasoned actors can excel as they age! Clara is at once an unconventional mother, a reveler in sex and music, a devotee of beauty, and a consummate lover of place.