Mary Holmes (MacKellar),once a famous opera star known as Maria di Nardi, now lives in a run-down shanty and suffers from alcoholism. Known for her eccentric behavior, Mary breeds geese, and is thus known in her neighborhood as 'The Goose Woman'. She blames her grown son Geoffrey (Linden) for the deterioration of her voice, and does everything to destroy his life. When Geoffrey, who works as a commercial artist, announces to her that he will marry Joan Hoyt (Arthur),an actress, she becomes torn with jealousy and threatens to reveal to Joan that he is an illegitimate birth.

• RKO Radio Pictures
• Helen MacKellar
• Eric Linden
• Jean Arthur
• Richard 'Skeets' Gallagher
• Ivan F. Simpson
• Clay Clement
• J. Carrol Naish
• Roscoe Ates