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| Marie Dressler | Emma Thatcher Smith |
| Richard Cromwell | Ronald `'Ronnie'` Smith |
| Jean Hersholt | Mr. Frederick `'Fred'` Smith |
| Myrna Loy | Countess Isabelle `'Izzy'` Smith Marlin |
| John Miljan | District Attorney |
| Purnell Pratt | Mr. Haskins |
| Leila Bennett | Matilda |
| Barbara Kent | Gypsy Smith |
| Kathryn Crawford | Sue Smith |
| George Meeker | Bill Smith |
| Dale Fuller | Maid at Hotel |
| Wilfred Noy | Drake |
| Andre Cheron | Count Pierre |
| Dawn O'Day | |
| Dorothy Peterson | Mrs. Winthrop |
Middle-aged housekeeper Emma helps a lonely widower, Ronald Smith raising his spoiled and over-entitled children. When Smith takes Emma on a vacation, he makes his feelings for her known by proposing marriage. Emma happily accepts, but tragedy strikes when Smith dies of a heart attack shortly after. Emma is devastated, but then must face Smith's children, who suspect she may have been involved in the death of their father.
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