|Miriam Hopkins||Martha Dobie|
|Merle Oberon||Karen Wright|
|Joel McCrea||Dr. Joseph Cardin|
|Bonita Granville||Mary Tilford|
Martha and Karen graduate from college and turn an old Massachusetts farm into a school for girls. The friends are aided in their venture by local doctor Joe Cardin, who begins a relationship with Karen, and a prominent woman whose granddaughter, Mary, later enrolls in the new school. Mary soon reveals herself to be a spiteful child and tells a scandalous lie about Martha and Joe that threatens to destroy the lives of all involved.