The story of two sisters Elinor and Marianne Dashwood who with their mother and younger sister, Margaret, are forced into a life of simplicity through the untimely death of their father. Because of a previous marriage by the old Mr. Dashwood, resulting in his son, John, all of the Dashwood fortune and the estate of Norland, is then bequeathed to John and his wife, Fanny, leaving the Dashwood women practically penniless. Even though John has made an attempt at helping his step-mother and half-sisters, as his father pleaded him to do, his wife Fanny refused.

Made uncomfortable by the presence of John and Fanny, the Dashwood women are in search for a new residence. In the meantime Fanny's brother, Edward Ferrars, pays the family a visit and wins the heart of Elinor. Elinor, practical and conventional falls for the shy but sweet Edward. Marianne, with emotional and sentimental feelings can't understand the match but soon excepts it. But their love is soon broken when the Dashwood women must leave Norland for their smaller, cramped cottage offered to them by Mrs. Dashwood's cousin, Sir John Middleton.

Sir John is a widower who lives with his moter-in-law, Mrs. Jennings a woman with a taste for gossip. The women aren't used to the chatter of Mrs. Jennings and Sir John and find it hard to live in their new home. While at their weekly dinner with Mrs. Jennings and Sir John, they find out how chattery Mrs. Jennings is when Margaret leaks out about Elinor's feelings for an "elusive Mr. F" (Edward). To take the spotlight off of Elinor, Marianne quickly changes the subject and asks to play them a tune. While Marianne plays the piano when a friend of Sir John's, Col. Brandon, shows up and is taken away with Marianne. It becomes clear how Colonel Brandon feels about Marianne, but makes to attempt to pursue her.

The group soon is lunching and picnicking together while the season is warm. The same day the ladies all retreat to their cottage and find a package has arrived for them. It is an atlas that Margaret wanted from their old home with a note from Edward. Marianne and Margaret soon leave their sister with her thoughts and go for a walk. While Marianne and Margaret are out for a walk, the rain starts and Marianne slips and twists her ankle. While Margaret is searching in the rain to find someone, a mysterious shadow comes toward them and helps Marianne, who is smitten with the man. He carries her home through the rain and the women find out his name, Willoughby.

Marianne and Willoughby became inseparable for weeks after the accident. They shared their loves for poetry, music and riding. Elinor soon felt her loss of Edward great when in the company of the two but she also felt that Willoughby was strange and mysterious. After church one afternoon, Margaret, Mrs. Dashwood and Elinor came home to find Willoughby pacing and Marianne in a state. Soon Willoughby left to London without a word and Marianne refused to explain.

Soon the weather turned and all the groups activities were turned inside. Mrs. Jennings had get together in her large home. Soon her daughter, Charlotte Palmer came to visit with her husband Mr. Palmer and a friend, Miss Lucy Steele. Lucy gravitated towards Elinor hearing much of her from a close companion, someone Elinor knows well. During one of Mrs. Jennings parties, Lucy decided to tell Elinor just who this companion was, Edward Ferrars. Lucy explained how they had been engaged secretly for five years. Elinor brokenhearted listened closely as Lucy explained it to her, while Mrs. Jennings noticing the two, enthralled in conversation, came over to see what they were talking about. Elinor promised Lucy to keep her secret and told Mrs. Jennings that they were talking of London. Just as they said the word Mrs. Jennings invited Lucy, Elinor and Marianne to London, lifting Marianne's dreary mood immediately.

Soon the women were off to London, exposing the Dashwood girls of a new culture they were not used to. During one of their ventures they go to a ball where Elinor bumps into Willoughby who is found out to be accompanying a mysterious woman. Marianne becomes hysterical and they decide they've had enough of London. While Marianne is away in her room Col. Brandon comes to visit after he hears about Marianne and explains to Elinor that Willoughby had impregnated a young girl Col. Brandon knew and left her and that Willoughby had intended to propose to Marianne, but the woman who is to give Willoughby his fortune found out about the young girl and threatened not to leave him her money. So Willoughby left to marry Miss Gray who has £40,000 a year. Also in London, Lucy Steele's secret engagement becomes known when she decides to let Fanny in on the secret. It has to be said that Fanny was not at all happy.

Col. Brandon is asked my Elinor to accompany them home along with the Palmer's where they stay for a night before continuing on their journey alone. Marianne, knowing Willoughby's estate is only 5 miles away, tells Elinor she is going for a walk. As usual when Marianne goes for a walk, rain starts. Elinor becomes worried and Col. Brandon goes in search for Marianne. He retrieves her only to find she has an infectious fever. Days pass with Marianne in a weak state, Elinor has Col. Brandon fetch their mother while she and the doctor stay with Marianne. Elinor finds herself pleading with Marianne to stay with her and not to die. By the next morning Marianne's fever breaks and Col. Brandon has retrieved their mother.

They finally come home where Marianne and Col. Brandon become inseparable. Elinor continues on with her daily life only to find that Lucy has become Mrs. Ferrars. But while attending to daily chores a stranger comes to the Dashwood home. They find it to be Edward who then informs him that Lucy and he did not marry, Lucy had married his younger brother, Robert whom she became acquainted with in London. Edward explains to Elinor that he has always loved her. So in the end both women find their happiness.