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Sam Dodsworth faces the sale of his successful motor company with both sadness and anticipation. After years of hard work, he and Fran, his social climbing wife, are taking a long European trip. Fran considers herself too young and vibrant to stay in a small town like Zenith with ordinary friends like Matey and Cubby Pearson, while the down-to-earth Sam enjoys the simple life. Leaving their married daughter Emily, they sail for Europe on a luxury liner where Fran has a mild flirtation with Capt. Locket. Sam thinks that she is just getting something out of her system and isn't worried, although he dislikes the continental friends whom Fran acquires. When she begins an affair with Arnold Iselin, he leaves for home, hoping that she will soon come to her senses. Her affair with Iselin falls through and she decides to go back to Sam, but only if he will let her stay in Europe. They become estranged, especially after the birth of Emily's baby heighten's Fran's fear of getting old and she begins another affair in Vienna with impoverished young nobleman Kurt von Obersdorf. She sends Sam away to obtain a divorce and he travels alone through Europe. In Naples he runs into Edith Cortwright, a kind, attractive divorcee whom he had met on the voyage to Europe. Edith asks Sam to lunch at her villa and when she realizes how unhappy he is, she invites him to stay. Meanwhile, Kurt's mother refuses to give her permission for his marriage to Fran, an older woman. Crushed, Fran sends for Sam just after he has asked Edith to marry him. He dutifully returns to Fran, but just as they are about to sail for America, her catty remarks about their friend Matty makes him realize that he no longer loves her. He leaves her screaming after him and goes happily to join Edith at her villa.