
Socialite Judith Traherne lives a lavish but emotionally empty life. Riding horses is one of her few joys, and her stable master is secretly in love with her. Told she has a brain tumor by her doctor, Frederick Steele, Judith becomes distraught. After she decides to have surgery to remove the tumor, Judith realizes she is in love with Dr. Steele, but more troubling medical news may sabotage her new relationship, and her second chance at life.
Cast

Bette Davis
Judith Traherne

George Brent
Dr. Frederick Steele

Humphrey Bogart
Michael O'Leary

Geraldine Fitzgerald
Ann King

Ronald Reagan
Alec

Henry Travers
Dr. Parsons

Cora Witherspoon
Carrie

Dorothy Peterson
Miss Wainwright

Virginia Brissac
Martha

Charles Richman
Colonel Mantle

Herbert Rawlinson
Dr. Carter

Leonard Mudie
Dr. Driscoll

Fay Helm
Miss Dodd
Lottie Williams
Lucy
Marian Alden
Judith's Friend (uncredited)
Wilda Bennett
Judith's Friend (uncredited)
Diane Bernard
Lucy (uncredited)
Black Ace
Judith's Horse (uncredited)

Richard Bond
Judith's Friend (uncredited)

Sidney Bracey
Bartender (uncredited)

Nat Carr
Doctor (uncredited)

Glen Cavender
Headwaiter (uncredited)

Mary Currier
Nightclub Singer (uncredited)

Frank Darien
Anxious Man (uncredited)

Edgar Edwards
Trainer (uncredited)
Paulette Evans
Judith's Friend (uncredited)
Jack A. Goodrich
Doctor (uncredited)
Eddie Graham
Doctor (uncredited)

John Harron
George, the Man Taking Judith's Coat (uncredited)

Leyland Hodgson
Judith's Friend (uncredited)

Stuart Holmes
Doctor (uncredited)
Alexander Leftwich
Specialist #2 (uncredited)

Frank Mayo
Judith's Friend (uncredited)
Will Morgan
Doctor (uncredited)

Jack Mower
Veterinarian (uncredited)

David Newell
Judith's Friend (uncredited)

Wedgwood Nowell
Doctor (uncredited)

Ila Rhodes
Secretary (uncredited)

John Ridgely
Man Making Crack About Judith (uncredited)
Speirs Ruskell
Dr. Steele's Assistant Henry Curtiss (uncredited)
Cliff Saum
Moving Man (uncredited)

Jeffrey Sayre
Doctor (uncredited)

Amzie Strickland
Judith's Friend (uncredited)

Rosella Towne
Girl in Box (uncredited)

William Worthington
Specialist #1 (uncredited)

Maris Wrixon
Judith's Friend (uncredited)
Crew

Edmund Goulding
Director

Casey Robinson
Screenplay
William Holmes
Editor

Ernest Haller
Director of Photography
Frank Heath
Assistant Director

Hal B. Wallis
Executive Producer
David Lewis
Associate Producer

Orry-Kelly
Costume Design
Robert B. Lee
Sound

Max Steiner
Original Music Composer
Leo F. Forbstein
Music Director

Jack L. Warner
Executive In Charge Of Production
George Emerson Brewer Jr.
Theatre Play
Bertram Bloch
Theatre Play
Robert M. Haas
Art Direction

Hugo Friedhofer
Orchestrator
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