A chance encounter in a nursing home leads to an unexpected friendship between a dowdy housewife and a spry octagenarian who tells her the story of a fiercely independent woman half a century ago, inspiring the housewife to change her life, often with hilarious results.

In a small Mississippi town, only a young boy and an old woman stand between an innocent black man and a lynch mob.

Lily Owens is a young girl who lives on the peach farm that her abusive father owns. Rosaleen is a black woman hired by Lily's father to be a stand-in mother for Lily. When Rosaleen and Lily walk into town they are approached by some white men. Rosaleen insults these racists by standing up for her rights. The angry men give her a beating and she ends up in the hospital. Lily's father rescues Lily but not Rosaleen so Lily talks Rosaleen into running...

Fourteen year old Lily Owens flees her cruel, angry father with her caregiver and friend, Rosaleen to a South Carolina town where she is taken in by the bee-keeping Boatwright sisters.