In 1924, prize-winning novelist Kit Marlowe (Bette Davis) returns to her hometown to give a lecture and is greeted by her old friend, Millie Drake (Miriam Hopkins).

In the years since they last saw each other, Millie has married and is now pregnant with her first child, news that Kit learns first from Millie's husband Preston (John Loder). At first Millie is upset that Kit does not seem eager to see her, but later, after Kit apologizes, Millie confesses that she too has written a book designed to be a best seller.

Eight years later, Millie is a wealthy and successful writer of popular fiction. She and Preston and their eight-year-old daughter Deirdre (Dolores Moran) are in New York City to attend the opening of Kit's play. Millie's success has helped destroy her marriage, however, and the afternoon before opening night, Preston, who is drinking heavily, tells Kit that he is in love with her. Replying that Millie would always be between them, Kit tries to patch up her friend's marriage, but Preston leaves Millie after asking Kit to keep an eye on Deirdre.

Ten years later, after the bombing of Pearl Harbor, Kit joins the Red Cross and broadcasts a request for money over the radio. Preston, who is now in the army, hears Kit's speech and telephones her. Kit agrees to join him for a drink, sending Rudd Kendall (Gig Young), her younger lover, to fetch Deirdre as a surprise for Preston. Preston surprises Kit as well when he announces his engagement. The next morning, Rudd, having received his commission, begs Kit to marry him immediately. Because of the difference in their ages, Kit turns him down, and a disappointed Rudd joins the now-grown Deirdre for a walk. The two spend the day together and fall in love.

In the meantime, Kit changes her mind about Rudd and reveals her plans to marry him to Millie. After Preston tells Millie he is remarrying and wants to see Deirdre more often, he confesses that he was once in love with Kit. Overcome with jealousy, Millie tells Deirdre about Kit's marriage plans and then accuses Kit of stealing her husband. Fed up with her friend's tantrums, Kit gives Millie a thorough shaking.

That night Rudd breaks the news to Kit that he has fallen in love with Deirdre. Although it is a shock, Kit pretends to be delighted and rushes off to make sure that a disillusioned Deirdre does not miss her chance for a happy marriage. Later, Millie stops by Kit's apartment to apologize and Kit forgives her. Millie then describes her new book, Old Acquaintance, about two longtime women friends, and the two women drink to it.

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“Old Acquaintance” was the second movie to pair Bette Davis with real life rival Miriam Hopkins. The first one, “The Old Maid”, had been such a huge hit 4 years earlier that it was only a matter of time before another vehicle for the two scenery-chewing actresses would be found. Bette Davis must have been relieved to know that once she was done filming “The Old Maid", chances were she didn't have to work with Miriam Hopkins again. I can only imagine her expression in having to deal with Hopkins for one more movie. To the end of her life she stated that while she respected Hopkins as an actress and even went to say that Hopkins didn't have to take on supporting parts so quickly, she was a congenial person, but working with her was another story.

Davis also went on to write of Hopkins' difficult manner during the production of their two films saying that Hopkins was a very talented actress, but her insecurity led her to constantly try to upstage her co-stars and steal their scenes. It is said that in “Trouble in Paradise” director Ernst Lubitsch had to nail her chair to the floor to prevent her from upstaging Kay Francis.
One of the scenes in “Old Acquaintance” (which Davis admitted to enjoying very much) was where she slaps Hopkins hard. Another scene, she confronts Hopkins, shakes her silly and throws her on the couch. She then looks at her dryly and says, “Sorry”. It is reported that she wanted to remove the line from the script demanding, “Why should I say it if I don’t mean it?”

There were even press photos taken with both divas in boxing rings with gloves up and director Vincent Sherman between the two. Davis attributed the demise of Hopkins' film career to her reputation in Hollywood as temperamental and difficult. After “Old Acquaintance” Hopkins didn't work again until “The Heiress” in 1949.
It's not hard to see why: Hopkins tries insanely hard to steal every scene she's in from the moment the camera focuses on her back and she talks to Bette Davis' character over the phone in the opening scene. It's as if she were constantly aware of being under the camera lights and she needed to make sure that the viewer would see her as well. It only adds to her insecurity that her shrill performance, while very good, is not the focus of the movie… it is Davis' character's story.

Still, it makes for great watching: at every turn there is a chance for one of them to try and out-act the other. The opening scenes are quite funny in establishing who Kit Marlowe and Millie Drake are as friends. Kit is the more understanding, the more tolerant of the two: she knows how to deal with her flighty friend and has come to see her quirks as basically that. Millie, while a drama queen who wants to give her friend the biggest reception ever, ever so slightly suggests an envy of Kit's career, but really has no malice towards her. You could tell they're really friends that have since fallen into the rut of duty.

It's an outsider that begins to see the real nature of this friendship. Preston Drake is clearly unhappy in his marriage to Millie but stays by her regardless until he meets the woman he should have married in Kit. He can't see how being so diametrically opposed women they could even be in the same room together -- Millie is just too needy, too over-the-top to the more sensible Kit. However, it's said that every person has his or her complement and the two women, more sisters than friends, seem to be just that.

“Old Acquaintance” is a good woman's picture. It has good pacing, great one liners ("Why do I always look like a ninety-year old hag when I want to look like Shirley Temple.") and despite covering over twenty-odd years between the lives of these two women, it doesn't feel slow or repetitive. But it’s a striking irony that for the second and last time both actresses who detested each other and had major demands on set gave their best performances. It has to be said that it is the larger-than-life performances, of course, that are the main attraction of “Old Acquaintance”.