• Warning: Spoilers
    Directed by Edmund Goulding, this second adaptation of W. Somerset Maugham's novel was adapted by Catherine Turney. Paul Henreid plays a clubfooted, failed artist, gentleman who becomes a medical student that's obsessed with a low class waitress, played by Eleanor Parker. Alexis Smith plays a novelist friend who wishes her relationship with Henreid could develop into something more. Patric Knowles and Marten Lamont play fellow medical student friends of Henreid's, Henry Stephenson one of their professors. Edmund Gwenn plays a father who's family befriends Henreid in his time away from Parker; Janis Paige plays Gwenn's comely young daughter who's infatuated with Henreid's character. Una O'Connor appears for less than a cameo as a landlord's wife; her principal purpose seems to be to glare disapprovingly at Parker when she turns up at Henreid's.

    Philip Carey (Henreid) meets Nora Nesbitt (Smith) in Paris just after he'd decided he wasn't good enough to continue to pursue being an artist. So he returns to London where his wealthy uncle had setup a trust for him that would pay his way through medical school. A fellow student named Dunsford (Lamont) has noticed that Philip appears to have little interest in women, but asks him to accompany him to meet a woman with whom he's found an interest anyway. Philip is surprised to learn that Dunsford has been admiring a common waitress from afar, and that he hasn't even been introduced to her. They both then meet her, Mildred Rogers (Parker), with Philip convincing his friend that the waitress is not only rude, but also not worthy of him. Though they leave, Philip's vanity gets the better of him and he returns to the restaurant the next evening determined to make her interested in him. She seems only to enjoy the company of a more regular customer named Miller (Richard Nugent), who makes her laugh. However, he persuades her to go out with him to a play. Briefly, because she doesn't seem to have anything else to do, Mildred allows Philip to spend what little money he has on her before Miller returns to town. She then breaks a date with him and an ugly argument throws Philip into a funk over the course of a couple of months which his fellow medical student friends notice. But when he learns that Mildred has apparently run off to marry Miller, his spirits brighten as if he'd been freed from his "bondage" to her.

    Nora sends him her latest published work and then visits Philip in London. They spend a great deal of time together, but it becomes to clear to Nora that her love for Philip is returned only as friendship. She doesn't know it yet, but Mildred is still in Philip's blood, which becomes clear when he sees her again and breaks his relationship with Nora permanently. Mildred is pregnant with Miller's child, who wasn't ever her husband after all since he was a married man already. Philip helps her anyway and takes her away to Brighton, where there's a beach. He talks with her about the future, that he'll willingly adopt her baby and marry her, but then he makes the fatal mistake of introducing her to his other medical student friend Harry Griffiths (Knowles). Griffiths is a carefree, handsome womanizer who soon has Mildred laughing such that Philip's plans are ruined when she leaves him again for another man.

    Fortunately for Philip, while listening to Dr. Tyrell (Stephenson) give a lecture about gout, he meets the patient Mr. Athelny (Gwenn). Athelny is a kind gentleman who's not willing to give up all the foods he loves just to allow him to walk without a cane; in that respect, he shares a limp with the clubfooted Philip. Athelny and Philip becomes fast friends such that Philip becomes a regular at the Athelny household every Sunday for dinner. Isobel Elsom plays Mrs. Athelny. His gentlemanly ways and pleasant (at least) facial appearance attracts the attention of Athelny's oldest (almost 17 year old) daughter Sally (Paige), though neither man notice her infatuation. Unfortunately for Philip, he sees Mildred once again, on the streets with rouge on her cheeks. Concerned for the health of her and her many months old child, he gives her a place to stay, as her cook & housekeeper, in his residence. Mildred tells Mrs. Foreman (O'Connor) that she's Philip's wife to set her at ease, but gets a scowling disapproving look from the landlady in any case.

    Philip neglects his relationship with the Athelny's anyway, even though he refuses to maintain any more than a platonic relationship with Mildred. Mildred is enraged by Philip's lack of interest in her which comes to a boil at Christmas time when she tries to seduce him. After he spurns her, she chases him out of his own residence with a vicious diatribe and then proceeds to burn his only money and trash his apartment. Philip manages to make it to the Athelny's for some brief holiday cheer before he goes out into the rainy night to catch pneumonia. Ironically it's Griffiths that saves him, but when Philip is strong enough to return to Athelny in the spring, he is met with a cold attitude towards him which he doesn't understand. Sally greets him pleasantly and he seems to notice her for the first time. He then finds out that Athelny believes Philip has a wife and child. Leaving there, he returns to Griffiths where he tries to kill himself. Griffiths then takes him to a hospital where Mildred is breathing her last breaths in a ward for contagious patients; the baby had already died. Philip returns to the Athelny's where he learns of Sally's infatuation. After convincing her formerly reluctant father that he didn't in fact have a wife & child, and with his burden clearly lifted by Mildred's death, Philip kisses Sally as her approving father closes the door.