Close friends Martha and Karen build a private boarding school together with the aid of the local doctor Joe. The school takes off and many students enroll, one of whom is a trouble-maker who tells a scandalous lie that threatens to destroy the trio's lives.
Miriam Hopkins
as Martha Dobie
Merle Oberon
as Karen Wright
Joel McCrea
as Dr. Joseph 'Joe' Cardin
Catherine Doucet
as Lily Mortar
Alma Kruger
as Amelia Tilford
Bonita Granville
as Mary Tilford
Marcia Mae Jones
as Rosalie Wells
Carmencita Johnson
as Evelyn
Mary Anne Durkin
as Joyce Walton
Margaret Hamilton
as Agatha
Walter Brennan
as Taxi Driver
Joan Barclay
as Schoolgirl (uncredited)
