Actress Margaret Elliot is well past her prime but refuses to retire from the acting business. Despite entreaties from both her daughter, Gretchen, and one-time professional colleague Jim Johannsen, Margaret remains convinced that she can regain her former glory. As she sets her sights on a coveted Hollywood role, Johannsen tries doggedly to get his unrequited love to see the folly of her ways.

Bette Davis
as Margaret Elliot

Sterling Hayden
as Jim Johannsen aka Barry Lester

Natalie Wood
as Gretchen

Warner Anderson
as Harry Stone

Minor Watson
as Joe Morrison

June Travis
as Phyllis Stone

Paul Frees
as Richard Stanley

Robert Warwick
as R.J. an Aging Actor at Party

Barbara Lawrence
as Barbara Lawrence

Fay Baker
as Faith