I really liked this film a lot. It was done in a very intimate, non-hokey style and I felt I was right there living with the characters, like maybe in the house next to Mary Astor's. The dialogue was great and the characters believable; it brought back a quieter time in American history when there was dreaming, romance and guilt in the air with plenty of space and time to feel them in. The photography was really rather beautiful. The supporting roles from Cagney and Blondell were handled with aplomb and were fun. But for me the trio of Astor, her husband, Regis Toomey, and Withers really made the movie work. Mary Astor was so sensual - as usual - like she was with Clark Gable in Red Dust. It made it easy to see why she turned Clark's head away from Jean Harlow and Wither's away from Blondell. She has such a simmering passion beneath her dignified surface. And Withers is so cute and sweet, no wonder she fell for him. The scenes dealing with both of their guilt about cheating on her husband were done with grace and subtlety and seemed very real. Not many movies really pull something like that off too well. This one did.