Orson Welles directs, writes and produces this period drama starring Joseph Cotten and Dolores Costello. Eugene Morgan (Cotten) wishes to marry Isabel Amberson (Costello), but she refuses him in favour of a wealthy suitor. Years later Eugene returns, now a successful businessman through his invention of an automobile. When Wilbur dies, Eugene attempts to rekindle his romance with Isabel, but her spoilt son George (Tim Holt) interferes which affects both Georges affair with Eugenes daughter, Lucy (Anne Baxter) and the Amberson familys waning fortunes.