On a rainy night in 1928 in a Pennsylvania factory town called Iverstown, 13-year-old Martha Ivers (Janis Wilson) tries to run away from the guardianship of her wealthy aunt, Mrs. Ivers (Judith Anderson), with her friend, the street-smart, poor Sam Masterson (Darryl Hickman). She is caught and taken home, where Martha's tutor, Walter O'Neil Sr., presents his timid son, Walter Jr. (Mickey Kuhn), as the one responsible for Martha's capture. Walter privately tells Martha that despite what his father said, he was not the one who sent authorities on her track, and would never betray her. His father claimed this in order to ingratiate himself with the aunt. Scolded by her aunt, Martha defiantly states her name is not Ivers, but Smith, her father's name. During a power failure, Sam comes for her, but Martha's aunt hears her calling to him from downstairs. While Sam slips out unnoticed, Mrs. Ivers starts beating Martha's kitten with her cane. Martha wrestles the cane away from her aunt and strikes her across the head, causing her to fall down the stairs, accidentally killing her. When the power comes back on, Martha lies about the incident to Walter Sr. Even though Walter Jr. saw everything, he backs her up. The greedy Walter Sr. makes it clear to both Walter Jr. and Martha that he knows what happened but that as long as he and his son stand to benefit, he will play along. Sam leaves town. Seventeen years later, in 1946, Walter Sr. is now dead, and Walter Jr. (Kirk Douglas) is now Iverstown's district attorney and is married to Martha, who has used her inheritance to expand the Ivers milling empire. Their marriage is one-sided; he loves her, but an embittered Walter knows she does not love him, and knows that all she wants is control. Sam (Van Heflin), having been a Sergeant in WWII and an itinerant gambler while he was away, drives into the small town by chance and, after an accident, leaves his car to be repaired. While waiting, he goes to his old home, now a boarding house. He meets attractive Antonia "Toni" Marachek (Lizabeth Scott), who has just been released from jail. She misses her bus. They have a drink together in a hotel bar and spend the night in adjoining rooms in the hotel, sharing an adjoining bath. They had plans to share his car to travel further on. When he is woken in his room by police detectives, notifying him she was picked up for violating her probation, Sam visits Walter to ask him to use his influence to get Toni released for "old time's sake." A suspicious Walter is convinced Sam has blackmail in mind. But when Martha reacts joyfully to seeing Sam, a now jealous Walter forces Toni to set him up. Walter later grills Toni and he threatens her in order to have her set Sam up. At dinner, she was tells Sam she was convicted of a fur coat theft but given probation since it was a first offense. Just then, they are confronted by a man claiming to be her "husband," insisting on fighting Sam. He is ambushed outside by a group who force him into a car, beat him and dump him outside the city. He wakes up at night alongside a county road with a private detective's badge in his fist. But he is too tough to be intimidated. He hitches a ride into town and catches up with Toni before she takes a bus at the depot. She admits setting him up, having been threatened with serving her five years, but that they promised not to hurt him. When the beating fails, Walter makes a half-hearted attempt to kill Sam by grabbing a gun in his desk drawer, but Sam easily disarms him, knocking him out. Walter inadvertently blurts out his fears of blackmail, only to learn that Sam had not witnessed the death. Intrigued, Sam agrees to meet later to discuss things. Through a newspaper archive search, Sam learns that Walter Sr. had presented Martha's version of the 1928 accidental murder to the police: that an intruder murdered Martha's aunt. With that leverage, Walter Sr. had made Martha marry his son. When the police identified a former employee of the aunt as the murderer, the two Walters and Martha frame the innocent man, and he was hanged. Only Walter junior has any qualms about this, which he still has, but the other two, particularly Martha, were too strong for him to go against them. Sam is torn between his old love and his new one with Toni. Although he eventually forgives Toni for betraying him, he and Martha spend an idyllic day together, rekindling his feelings for her. Martha breaks down and laments that he left without her all those years ago, taking her only chance for love and freedom with him. Just after Martha drops off Sam, she finds Walter drunk, and arranging to meet him to settle matters. As he leaves the hotel, Sam tries to keep Toni from leaving him but she refuses to see him hurt again. When Walter drunkenly falls down the stairs, Martha urges Sam to kill her unconscious husband, as Walter had just predicted. Sam instead brings Walter around. Martha realizes Sam won't murder for her, she pulls out a gun and threatens to shoot Sam in "self-defense" as an intruder. Sam tells her it would work if she could get Walter to corroborate her story. Saying he does not believe she will shoot him, Sam turns his back on her and leaves. Martha drops the gun and Walter picks it up. Walter thinks she still loves Sam. Martha says she was afraid Walter would leave her. He embraces and kisses her as she tells him it can be just like nothing ever happened. Walter pulls out the gun and points at her midriff. She pushes the gun closer to her, puts her thumb over his finger on the trigger and presses. As she is dying, she defiantly states her name is not Martha Ivers, but Martha Smith. Outside, Sam hears the shot. He runs toward the mansion and sees Walter holding Martha's body. Walter then shoots himself. In the final scene, Sam is packing his suitcase in his hotel room when Toni emerges from her room next door, having waited. They drive away from Iverstown. Sam says to Toni, "Don't look back, you know what happened to Lot's wife." Toni says, "Whose wife?" And Sam says, "Sam's wife." Toni smiles and says, "Sam's wife."
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