Hillary (Barbara Hershey) and CC (Bette Midler) meet as children vacationing in Atlantic City, N.J., and remain friends throughout the decades. As CC, a loud New Yorker, pursues a singing career, Hillary, a staid Californian, becomes a successful lawyer. Over the years, they often quarrel or compete, but, as other relationships flourish and die, the two women are always there for each other, traveling from coast to coast through the most tumultuous times.