Davis earned an Oscar nomination for her performance in this tough and relentless indictment of Hollywood. Davis plays Margaret Elliot, a one-time Oscar-winning actress who has fallen from favor. Having not worked for many years, she is out of money and desperate. When she approaches her erstwhile agent, Anderson, for a loan, he refuses. Davis is forced to sell her personal belongings at a public auction to pay off her debts.





For the last few years, she has helped support her sister's family, and when they discover that Davis has no cash for them, they exit quickly. Davis' landlady reminds her that she is behind on the rent. With the few dollars Davis has in her purse, she buys a bottle of booze, grabs her Oscar, and gets into her car, ending up arrested for drunk driving. Sterling Hayden appears to bail her out of jail. A former actor who once costarred with Davis, Hayden has given up the silver screen and now owns a successful boatyard.





He has loved Davis for years, but because she was such a huge star he was afraid to tell her how he really felt. Davis' life is further complicated by her separation from her daughter, Natalie Wood, who lives with Davis' ex-husband and his wife. Not wanting to upset her daughter, she tells her that she is close to getting another acting job and that the money from that assignment will allow them to be together again.





Finally, Hayden musters up the courage to declare his love for Davis and to suggest that it's time she stop thinking of herself as a star. She takes a job as a sales clerk in a department store, intending to wait out the bad publicity she's received due to her arrest and make her "comeback." Two customers in the store immediately recognize her and begin making comments. When Davis responds by telling them off, she is sacked for her outburst. Returning to her agent, Davis pleads with him to get her a screen test for a lead role in a movie.





Her agent approaches the producer of the the current project that Davis is interested in, but is told that Davis is far too old for the part she wants, but asks her to test for a small supporting role of the older sister. Overjoyed, Davis plans to test for the role but to play it sexily and thus impress Watson enough to give her the role of the ingenue. However, her screen test is a fiasco. When Davis sees the test and her pathetic display, she breaks down. She finds refuge at her agent's home. Davis sleeps for a while, then awakens when she hears a party taking place. Reluctantly joining the party, she begins talking with a young producer who tells her that he has a new project that she might be right for.





Suddenly, Davis understands that although she is an actress, she also has a life and that there is more to it than striving for fame. Leaving the party, she reunites with her daughter and Hayden, choosing love and family over the pitfalls of stardom. It's the story of a fading actress and closely resembles her own life. Davis got this role, originally promised to Joan Crawford, after screenwriters had a falling out with the her over her meddling in their family matters. They blamed Crawford for their daughter's decision to elope against their wishes.










  • Bette Davis - Margaret Elliot
  • Sterling Hayden - Jim Johannson
  • Natalie Wood - Gretchen
  • Warner Anderson - Harry Stone
  • Minor Watson - Joe Morrison

  • Paul H. Frees - Richard Stanley
  • David Alpert - Margaret's brother-in-law
  • Barbara Lawrence - Herself
  • Kay Riehl - Mrs. Adams
  • June Travis - Mrs. Morrison
  • Katherine Warren - Landlady
  • Fay Baker - Margaret's sister
  • Barbara Woodell - Peggy Morgan









  • Stuart Heisler - Director
  • Bert E. Friedlob - Producer
  • Katherine Albert - Screenwriter
  • Dale Eunson - Screenwriter
  • Ernest Laszlo - Cinematographer
  • Victor Young - Composer (Music Score)
  • Otto Ludwig - Editor
  • Boris Levin - Art Director
  • Billy Edwards - Costumes/Costume Designer
  • Orry-Kelly - Costumes/Costume Designer
  • Ann Peck - Costumes/Costume Designer
  • Del Armstrong - Makeup









  • Best Actress (nom) - Bette Davis - Academy