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|Barbara Stanwyck||Pauline 'Polly' Fulton Brett|
|Van Heflin||Thomas W. 'Tom' Brett|
|Charles Coburn||Burton F. 'B.F.' Fulton|
|Richard Hart||Robert S. 'Bob' Tasmin III|
|Keenan Wynn||Martin Delwyn 'Marty' Ainsley|
|Margaret Lindsay||'Apples' Sandler|
|Spring Byington||Gladys Fulton|
|Marshall Thompson||The Sailor|
|Barbara Laage||Eugenia Taris, Tom's dutch Girl|
|Thomas E. Breen||Maj. Isaac Riley, Pilot|
|Fred Nurney||Jan, Fulton's Butler|
Polly Fulton (Barbara Stanwyck) is the only daughter of rich industrialist B.F. Fulton (Charles Coburn). She is involved in a long engagement to lawyer Bob Tasmin (Richard Hart), a pleasant, dependable gentleman who has the full approval of her family. Then she meets brash intellectual Tom Brett (Van Heflin), who blames many of the world's problems on the rich. Tom and Polly heartily dislike each other at first, but she finds him exciting compared to the likable "stuffed shirt" Tasmin. Soon Tom and Polly fall passionately in love and get married.Tom has a tense relationship with Polly's family from the start. And when he gradually realizes that his in-laws are using their connections to advance his career, he is not grateful but bitter. Polly is painfully torn between her strong-willed husband and her devoted father, whom everyone calls "B.F."When World War II arrives, Tom takes a high-level civilian position in Washington, doing work that he cannot talk about. He and Polly rarely see each other and begin to lead separate lives. Two wartime developments eventually bring the relationship to a crisis point. Polly hears a rumor that Tom is having an affair. And she is stunned by a news report that Bob Tasmin, now a dashing military officer happily married to Polly's best friend, has apparently been killed on a mission behind enemy lines. As the truth about both situations is revealed, Polly and Tom will finally confront their own problems face to face and learn what they really mean to each other.