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NOTE: This spoiler was sent in by Emily.

The movie is about wealthy socialite Charlotte Cartwright (Kathy Bates) and her dear friend Alice Pratt (Alfre Woodard), a working class woman of high ideals, have enjoyed a lasting friendship throughout many years.

The movie starts out with various scenes of a wedding/party being set up at this large southern type mansion. Charlotte (Kathy Bates) begins walking around and giving instructions regarding the flowers and table settings. Then you see Alice (Alfre Woodard) standing in the Tent. They talk a bit and it is apparent that Charlotte is hosting the wedding for Alice's daughter Andrea.

The scene's shift to Andrea (Sanaa Lathan) getting ready with the help of her sister Pam (Taraji P. Henson) Andrea is complaining about the dress and the way she looks and overall her comments show her to be a very selfish and ungrateful woman. Pam scolds her sister, telling her that this was the dress that their mother wore to marry their father and to please watch her mouth because she should be happy that mom's friend is helping them out with the Wedding. Andrea snidely replies that "her white friend is only doing this to help out the "poor black people" and the least she could have done is buy her a new dress. Alice shows up at the door and both daughter stop talking.

Across the way, Andrea's fiancée Chris (Rockmand Dunbar) and his soon to be Brother in law Ben (Tyler Perry) are also getting ready. Chris looks worried and asks Ben if he thinks, "marrying her is the right thing". Ben laughs and says it is cold feet and that everyone goes through this.

Skip to the Reception:

Charlotte's son William Cartwright (Cole Hauser) and his new bride Jillian walk in and greet his Mother. Charlotte makes some snide remark about finally getting to plan a wedding since her only son eloped, and it is clear that she is not happy about their marriage or with her new daughter in law.

William approaches Andrea to wish her congratulations and remarks about how grown up she is. He asks about her getting her Degree in Finance and she confirms that she will in a few months. You can see that there is some sort of flirtation between them. He invites her and her new husband to contact him about jobs with the family business (huge construction company).

The movie skips to 4 years later:

You see Chris and Ben are working onsite as construction workers for Cartwright Construction. They are having a brief conversation about wanting to start their own business because Chris doesn't like that Andrea makes more money than he does with her office position in the Company.

Andrea and Chris have a 3-year-old son that her sister Pam watches at their mother's Diner each day. Andrea drives to the diner in a nice Mercedes, steps out of the car all done up in a professional suit to pick up her son. Inside the diner the two sisters argue about the money that Andréa owes Pam for babysitting and this turns into a conversation about how Andrea should be helping out their mother Alice because the Diner isn't doing so well. Andrea writes a 5,000-dollar check and snaps "may I leave now" Alice tries to give back the check but Pam won't let her.

A homeless type man comes into the Diner with Alice warmly greeting him to come and have some food. While Pam warily looks on, her mother asks her to get him set up in the back. Pam doesn’t look happy, but take him into the back and gives him some clean clothes and points in to the direction of the shower. You can tell that he comes there a lot and that Alice always helps him out. He tells Pam that her mother is a Saint. Skip to him eating dinner with Alice and he is giving her some sort of direction that she is writing down. They don't specify. She tells him that if he ever wants to come off the streets, but he cuts her off and says that he isn't ready. As he is leaving, Pam said that her mother is too nice to strangers, to which Alice replies that he used to come in there all the time years ago, he had a fancy job and always left her the biggest tips. Then he got fired, his wife passed away and he lost custody of his kids, and just sort of gave up. Pam looks surprised and a little guilty.

Move to Andrea coming home with her son and her husband Chris is already there. They start to have a conversation where she is very cold and short with him. You can see that he loves her and doesn't know what to do or say to her. He starts in about trying to start his own business and asks if she can set up a meeting with her boss William Carwright. She laughs and ridicules him saying that it would never happen.

Next Scene is William arriving home where his wife Jillian is excited to tell him that their son was accepted to a great pre-school. They have some small talk and Jillian complains about his mother, it is obvious they still do not get along well. William is very happy and tells Jillian that he just landed a 500 million dollar account, alone, and that his mother will HAVE to turn the company over to him now. They hug and Jillian notices a perfume on him, but doesn’t say anything. He excuses himself to take a shower after a long day. He walks away and she looks on, sadly.

Charlotte shows up to pick up Alice at the diner to show her the new car she just bought "because it was as old as her and matched her outfit" She asks Alice to take a road trip with her, just to get away. That they have been friends for 30 years and Alice had never been outside the state. Alice refuses the trip but let's Charlotte drive her to Choir practice. Alice is religious and enjoys her church activities. Charlotte is more of a firecracker and enjoys teasing Alice, but you can see they enjoy the differences between them.

The next few scenes show Charlotte interviewing and hiring a women (Robyn Givens) for the CEO position that her son desperately wants. When William shows up and finds out that he was passed over for the position, he is visibly upset and asks his mother why? There is an obvious tension between their relationship and she tells him that he isn’t ready and that she won’t just hand over the company to him because he is her son. William leaves frustrated. The next day there is a business meeting with the new CEO, William, Andrea and various employees. At the meeting William is very condescending and short with his new boss when she questions the terms of the huge account he just brought in. Apparently for the payoff, the company has to front 25 million dollars and the only way to do that is to have his mother sell 10% of her majority shares leaving her with the minority vote (you can see this was his plan) Robyn Givens gives him hell and tells her that his mother hired her and she will report back that she doesn’t believe that plan of action to be in her best interest. Andrea speaks up defending William and the meeting ends. Andrea and William are left alone in the boardroom and from their conversation it is confirmed that they have been having an affair, and the majority of the office knows about it. William's wife Jillian walks in and sees them standing so close and announces that she came to take her husband to lunch. She tries to make small talk with Andrea who will not look directly at her. As she walks by, Jillian stops her and tells her that she is wearing a lovely perfume (she recalls that smell on her husband from before) but doesn't confront anyone.

The next day Alice surprises Charlotte by showing up at her house and announcing that she want to go on the road trip with Charlotte. These are the funniest scenes in the movie. The two of them drive from state to state, Charlotte getting Alice to try all sorts of fun things Drinking, line dancing, stopping at a strip club. Alice gets back by driving Charlotte to a lake where a communal baptizing is going on and making her do it. Charlotte becomes obsessed with taking pictures and buying 3, 4 disposable cameras just in case. She starts to act a little funny, and in the middle of the night wakes Alice up trying to fix the camera. She finally admits that she has been diagnosed with Alzheimer's and that has been what the trip was all about. She begs Alice not to let William put her in a home and to please help her remember. Alice promises to always be there for her, and Charlotte tell her to please take me home.

In between these scenes you are caught up with what is going on back home with their children. Andrea's husband tries to get a bank loan to open his business and is denied. He goes to take out money from his regular account and the bank teller asks him which account, since apparently his wife has a separate account on her own. He asks what the balance is and is told $286,000!! He is incredulous but still does not want to believe that his wife is having an affair. He confronts her at the house with her bank statements and Andrea screams that is HER money and that she gets bonuses. She tells him that she will not allow him to waste her money on his worthless ideas and that he WILL NEVER be a charming and successful businessman like William Cartwright.

He shows up at her work the next day and the receptionist is being very obvious about the fact that Andrea and William have a special meeting every Wednesday. When they come walking down the stairs, Chris asks to speak with William about his business idea. William agrees and sits with him for a few minutes but basically shuts him down (in a polite way) and then tells him that his wife is doing a fantastic job and winks at him as he is leaving the room. The new CEO sees him walking away and invites him to the benefit gala for the new building and you can see that Andrea never told him. With Charlotte back in town, her son and the new CEO go to the house to explain to her that she needs to sell 10% of her shares to keep this deal. She doesn’t want to do it because that will give her a minority vote, but has to because they cannot lose the deal. William asks her "don't you trust me mother" to which she replies "if you burn me on this, it won't end well"

They attend the gala that weekend and Andrea tells Chris not to embarrass her by speaking to anyone. They run into William and his wife Jillian and make polite small talk. A board member comes up to William and tells him everything is ready for the vote and they all are in agreement. He turns to his wife and tells her that they are voting his mother into retirement and firing the new CEO she hired. Away from their spouses William take Andrea up to his office where they began to make out. He tells her that he doesn’t like her husband asking for money and trying to open his own business in his industry and that he is going to fire him. Andrea tells him "Good" that will give her more reason to leave him. He tells her that she is cruel and she laughs saying that is what he loves about her. The camera pans behind them and you see Jillian, William's wife staring at them down the hall. She runs off, and as she leaves the party Chris asks her if she knows where Andrea is? She replies, "with my husband" and walks out.

William comes home that night and finds Jillian standing outside staring at the pool. She asks him if he loves Andrea. He says I love YOU. She tells him that loves her, but will not even answer her questions. He says, "I just did."

Jillian goes to see Charlotte the next day very upset. Even though she knows Charlotte hates her, she doesn’t know what to do. She tells her about the affair and that her private investigator found out that he takes Andrea to a hotel, room 620 every Wednesday. Charlotte tells her, that the reason she never liked her is that she is weak. That you have to be a strong woman to be married to a Cartwright. That she knows room 620 very well, because that is where William's father took his women and that he wants very much to be just like his daddy. Charlotte tells her that she had her own affairs and that was they way it was. She looks at Jillian and tells her " you have power. You are in a marriage with no pre-nap. You march in there and you tell him the way it is going to be" Jillian replies that since she is such a strong woman, that she would probably like to know that her son and the other board member are voting her out that afternoon.

Scene moves to Andrea bursting into the diner where her mother, sister, bro-in-lay, and husband Chris are. She screams at Chris "where is my money???? He tells her to calm down and that he transferred it into their new business account for his construction business. She goes off on him and tells him that he will fail and that she wants it all back. He tells her that he already sent it out for deposits. Heated words are exchanged between her sister and her and she finally admits that she has been sleeping with William since right after they got married and that HE gave her that money. Chris looks shocked and asks her how could she do this? They are married and have a son." She just smirks at him and tells him that SHE has a son. That the boy is Cartwright's!

He turns around and backhands her so hard she falls across the counter. The family has to hold him back. They take Andrea to the back room and Alice asks her where she went wrong with her? That she tried to teach her to live a good life. Andrea yells at her that Alice made their father leave and that she wasn't going to live poor the rest of her life. Alice tells her that she has to let the bitterness go, or it will ruin her life. Andrea announces that William is leaving his wife and they are going to be married. Her mom and sister tell her that it is never going to happen. She leaves and goes to the hotel to meet William.

As she is sitting on the bed, she thinks he has walked into the room but as she turns around she sees Williams wife Jillian. Jillian tells her that she is fired and that William will no longer be seeing her. Add in a few more insults and then walks out.

Switch to William storming into the boardroom where his mother has called an emergency meeting. He sits down and tells her that they are voting her out and that it is unanimous. Charlotte says really? And did you do all of your homework? You have all the votes even the Rose-Collier trust? The board says that the trust is silent and never has attended any meetings or votes. Charlotte replies that they will today. In come Alice and the homeless man from the Diner. Charlotte announces that as a gift 30 years ago she gave Alice a few shares. Since that time, Tim (the homeless guy) was apparently some kind of stockbroker genius, and had been guiding Alice on what to do with her shares to the point that she now owned a large chunk of the company. Her vote combined with Charlotte's was the majority. They turn and fire William.

As he storms out of the building to his car, Andrea runs over to him begging him to find out what is going on. He barely looks at her and tells her that they are over (obviously the pre-nup threat worked) She cries and yells at him that they have a SON!!! He turns to her and says, "Do we?" and drives off.

The movie ends in a montage of scenes wrapping up with a voice over:

That night you see Charlotte staring at a mirror that is covered with reminder post it's, and you start to hear Alice narration. You see Charlotte reach into the cabinet and pull out many bottles of prescription medicine, next you see Alice receiving a phone call to tell her of Charlotte's Suicide. You see everyone at the funeral and next you see Chris and the brother in law in front of their new office (he kept that $$!!) You see Tim the homeless guy cleaned up and looking at houses to buy, you see Andrea looking all bedraggled in a crappy apt while Chris comes in to loan her money and say hi to the kid that is not his. She thanks him and when he walks away you can see that she has regret.

Last scene is Alice getting into the car the Charlotte left her, talking about how Charlotte taught her not to be afraid to live her life and stop putting all the stuff that she ever wanted to do off until it is too late. She puts up a picture of her and Charlotte from their other trip and drives off.

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