Faust has never been in love except with himself. The Lord decides to send down Cupid to shoot Faust to get a love thing going for the boy. The Lord's personnel resources are staggeringly comprehensive. Cupid shoots Faust at a big St. Patricks Day Easter Bunny festival in South Bend on Easter Sunday. Henry falls in love with Margaret, the poorest, nicest and most beautiful girl in South Bend (Gainsville). The Devil, raging inwardly at the Lord's perfidy (Cupid is after all a mythological figure from a pagan culture), notices Margaret has a friend with her, Martha, the most sophisticated girl in Indiana (Life Has Been Good), and one who has seen action not only at Arlington Park, but at Belmont, Aqueduct and Bay Meadows. The Devil falls for Martha hard; as only a middle-aged man can fall for a beautiful heartless young girl. Believe me. It's the truth. He's headed for trouble (I Gotta Be Your Man). Martha seems to reciprocate his feelings for her (Feels Like Home). It's a trick. Too late. Martha Dumps the Devil (Bleeding All Over The Place). Meanwhile, Margaret, against her better judgment, falls in love with Faust (My Hero). Faust poisons her mother so he can be alone with her, sleeps with Margaret, impregnates her, and with the Devil's help kills Maraget's brother, Valentine, who sees Faust leave his sister's humble little sleep chamber. Henry and the Devil are forced to skip town. They head for a cabin the Devil keeps on Lake Superior near Duluth. They bring their own water and stay a year.

In South Bend, Margaret has Henry's child, and crazed with grief and shame, drowns it in a creek. This is the comic high point of Goethe's original play, and one of the most delightfully urbane moments in all of German literature. In a hilarious courtroom sequence, Margaret is convicted of murder and sentenced to die at the Indiana State Prison in Michigan City. She sings a lullaby (Sandman's Coming) though her baby is, of course, dead. She sings to a blanket!

Henry attempts to rescue Margaret who is already in the spirit world in spirit but because she was so good in life, the Angels come down and take her off to Heaven even before she is dead. Henry is impressed. He asks the Lord for forgiveness and takes some of the poison he gave Margaret's mother. The Devil laughs, his own move to Heaven seems imminent; he says he's going home to pack. Henry, expiring noisily, with neither dignity nor courage (he tries to induce vomiting to rid himself of the poison) asks again for forgiveness. The Devil laughs, but Lo! The Angels decend. The Lord's voice booms down "he is saved." Henry ascends to Heaven, favoring the Devil with a little wave as he goes. At this point, the impartial observer, if one such could be found, might agree that the Devil has been denied the victory to which he was entitled. Predictably, he is angry, very angry. Then after rage, depression, deep depression. He stands alone inthe cell. Head down, beaten. Even the Lord, watching from above, feels sorry for him.

A wind begins to blow, a warm, dry wind. The Devil's hair is ruffled as the breeze freshens. His cape billows to the east. He wags his tail. He thinks of something that makes him very, very happy (Happy Ending).