In 1916, Thomas Grayson travels to the isolated mountains in eastern Kentucky to establish a school for the children of the area. He enters a community in a harsh and secluded part of the country that he cannot help but contrast to the gentle fields and rolling hills that he left behind in the Kentucky Bluegrass region. Thomas encounters the timid children and takes on the almost hopeless task of improving not only their minds but also their lives. When he meets and forms a close friendship with the wealthy Roger Taliaferro, his life will change forever. Taliaferro secretly holds the mineral rights to much of the land in the area and awaits the arrival of the railroad in order to make a vast fortune from the mines.
Roger asks Thomas to tutor his wife, a beautiful Melungeon named Lily, many years younger than himself. Thomas and Lily observe a teacher-pupil relationship until they can no longer contain their growing passion. The two struggle to foresee their future as the country plunges into World War I. Will their love survive, or will fate lead them down a different path?