... and George Brent as Clem Spender is that kind of guy. We don't see much of Clem himself except at the beginning, but the film is pretty much about the aftershocks of him being the love of the lives of the two main characters, cousins Delia (Miriam Hopkins) and Charlotte (Bette Davis).

The time is the beginning of the Civil War, in the north, far enough away from the battlefields to the extent that if this war will ever touch the lives of the characters it will be through death on those battlefields. Clem has apparently gone off to make his fortune so he can marry Delia, whom he claims to love - heck I think he believes that himself. But Delia is practical. After waiting for two years she decides to marry "a Ralston" - Jim Ralston to be exact, good provider from a family of bankers, not hard on the eyes, and probably so predictable Delia will spend the rest of their mutual lives with her feet asleep.

Clem comes back on the wedding day, and Charlotte, who we are told is several years younger than Delia, goes down to the station to try to get Clem to stay away from the wedding, that Delia says it is too late. When Delia and Clem meet, at her house before the wedding, you understand she did not want to see Clem because she still loves him, she will always love him, although she doesn't say that. When an allegedly broken hearted Clem exits the house, Charlotte, also secretly in love with Clem goes after him. Now remember this is the production code era and so you see NOTHING in the way of passion between them. But they did have sex because suddenly Charlotte is going out west for her health, and when she returns she is running a home for war orphans, with her own child by that one night with Clem, Tina, hidden among the bunch.

Delia being told about the existence of the child, and that it was Clem's is the undoing of both cousins. Delia, in the jealousy that she cannot even admit to herself, sabotages Charlotte's wedding by telling a lie to the groom, gets Tina and Charlotte to move into her house after her husband dies, gets Charlotte to let her adopt Tina, and in the end the once vivacious beautiful young Charlotte turns into an "old maid", somebody that even her own daughter has no use for other than to pity her. The person she ultimately calls "mummy" is Delia.

Now Davis' acting here is raw, everything is out there. She IS that vivacious young woman at the beginning of the film, she IS that bitter spinster in the end - partly because she knows what Delia has taken from her and that Delia refuses to admit her own motivations. Hopkins plays her part more subdued, as though Delia cannot admit to herself that all of this has been about Clem, that it was he she has always loved, whose child she wanted and has managed to maneuver herself into a position where she gets her.

Now being an "old maid" was considered a horrible fate for a woman until about 1970, but these two women are living on the fumes of a memory, of the adventurous handsome but broke Clem as a young man. His death as a soldier in the Civil War freezes him in time in that state. They neither ever seem to get that had either of them got their wishes they would have ended up married to an emotionally ambiguous man, a man who just can't seem to succeed, and prolonged poverty never made anybody happy.

This is a great film even if it is full of overdoing the punishment of sin production code style for everybody involved. Case in point, Bette Davis' Charlotte ages to the point that she looks ten years older than the actual age of her character for the sin of one night of out of wedlock passion with somebody she tragically loved, while Miriam Hopkins' Delia has hardly aged a day over the film's course, even though all the while she's been taking a wrecking ball to her cousin's life.

A lie prevents Charlotte Lovell from getting married to a decent man, Joseph Ralston. Delia, her scheming cousin, can't forgive Charlotte how she was able to get her old flame, Clem, even though she had refused to have anything to do with him when he returns home on her wedding day to the rich Jim Ralston.

Charlotte, who is seen years later running a place for orphans of the Civil War, dotes on little Clementina, or Tina, as she calls her. One realizes it's not just an interest she shows, it's a mother love she displays. Fate intervenes again in bringing Charlotte and Tina to live with Delia, who loses her husband. Tina loves her new palatial surroundings and starts resenting Charlotte's discipline.

When Tina falls for the handsome Lanning Halsey, she overhears his parents remarking that the young lady is an orphan and below their expectations for their son. Delia intervenes one more time in suggesting she will adopt Tina to give her a Ralston name and position. Charlotte wants Delia to tell Tina the truth and who the real mother is, but at the last moment has a change of heart when she looks at the radiant Tina as she is preparing to marry the man of her dreams.

Bette Davis made a valuable contribution to the film. Her Charlotte is at the start an eager young woman who changes into a bitter person as she gets to know her cousin's betrayal and her daughter's cold treatment. Miriam Hopkins plays Delia, a selfish woman, with conviction. George Brent is only seen at the beginning of the film. He plays Clem, who goes to war, never to come back. Jane Bryan is Tina, the young lady unaware who her real mother is. Jerome Cowan, Donald Crisp, William Lundigan and the rest of the supporting cast do an excellent job.

Edmund Goulding directed with an eye to the details in this adaptation of Edith Wharton's novel, which had been turned into a play for the New York stage. Max Steiner's music plays well against the background of the Civil War. Tony Gaudio's elegant cinematography is notable as it captures the essence of the story in vivid images.

Although not one of Bette Davis' best films, it's a must for all fans of the actress' work. The best achievement is how we see her age in front of our eyes into a convincing old woman.

This is a well made film but despite everything, I felt a tad disappointed. I think some of it might be the inconsistencies in the characters and another is probably due to the low energy level in the film. In real life, the film's stars (Miriam Hopkins and Bette Davis) hated each other and getting these divas to work together was a major ordeal. I really wish that the energy from this volcanic relationship had somehow been translated to the screen. Instead, you have two characters who have reason to dislike each other (in particular, Davis's character really had every reason to want to kill Hopkins' character),but spent the movie quietly seething--so quietly that the only sparks came out near the end and even these were quite muted. Perhaps this very controlled manner was more realistic than a histrionic relationship but it certainly was a lot less fun to watch. And, as I said at the beginning of this review, the characters were inconsistent and not especially believable. Hopkins generally played a decent person in the first half of the movie when, out of the blue, she stabbed Bette (figuratively) in the back. Then, in a subtle way she spent the rest of the film undermining Bette until the end when she repents and shows some decency. It was like the character had a case of Multiple Personality Disorder ("Dissociative Identity Disorder" for all you psychotherapists out there). And Bette was very decent in the first half of the film, only to become bitter and cranky. I understood why the writer chose to do this with Bette--showing how a disappointment in love can change a person's personality radically. But how could they explain away Hopkins' strange and inconsistent actions? Despite all this, the direction and entire production was first-rate Warner Brothers entertainment. And when Warner pulled out all the stops, their films were amazing--even if a bit flawed as in the case with this film. A bit of a disappointment, yes, as I am a HUGE Bette Davis fan, but still well worth seeing even if sparks don't fly.