Rosemary Woodhouse & her struggling actor-husband Guy move into the Bramford an old New York City apartment building with an ominous reputation & only elderly residents. Neighbours Roman & Minnie Castavet soon come nosing around to welcome them; despite Rosemarys reservations about their eccentricity & the weird noises that she keeps hearing her husband starts spending time with them. Shortly after Guy lands a plum Broadway role Rosemary becomes pregnant & the Castavets start taking a special interest in her welfare. As the sickened Rosemary becomes increasingly isolated she begins to suspect that the Castavets circle is not what it seems.