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Classic Hollywood melodrama. When medical student Philip Carey (Leslie Howard) falls for the vulgar waitress Mildred (Bette Davis) it leads to nothing but heartbreak. She strings him along, taking him for what she can get, then eventually leaves him for another man. Philip marries Norah (Kay Johnson), but remains obsessed with Mildred, and when she returns - pregnant and abandoned - he is compelled to take her in again.