Martha Dobie (Shirley MacLaine) and Karen Wright (Audrey Hepburn) are former classmates and have opened a private school for girls in New England. After two years of engagement to Joe Cardin (James Garner), a reputable doctor Karen finally agrees to marry him. Joe is related to wealthy Amelia Tilford (Fay Bainter), whose granddaughter the spoiled and bully of her classmates Mary (Karen Balkin) is a student at the school. When Mary is caught telling lies, Karen punishes her. Then the revengeful girl invented a story about the two teachers being involved in a lesbian relationship, telling her grandmother she saw the two women kissing each other and all parents rapidly withdraw their daughters from the school. The two women file a lawsuit against Mrs.Tilford for libel and slander but lose the case and their reputation is destroyed. Only Joe is close to them, and he offers to take them away and start a new life. However, Karen wants to end their engagement, claiming she needs time to think everything over. When Martha learns about the break-up, she confesses she had always felt more than friendship for Karen. Upon this new acknowledgment she breaks down, blaming herself for ruining both of the women’s lives. When Mrs.Tilford finds out that this had been fabricated by the lousy granddaughter visits the two teachers and apologizes ready to offer compensation but Karen refuses to accept the apology. It is too late to start a new life together for Karen will be all alone after Martha’s tragic end….