A woman (Anne Bancroft) who has five children leaves her second husband (Richard Johnson) to marry a struggling screenwriter (Peter Finch). After having a sixth child by him, their marriage begins to unravel, in part, due to his infidelities. Directed by Jack Clayton (ROOM AT THE TOP) from the Penelope Mortimer novel, this is an incisive character study of a woman whose obsession with having children may have more to do with distaste for sex and using children as the justification for it rather than a passion for motherhood. After her third marriage, she sends two of her oldest boys to boarding school and seems to forget about them. Bancroft is sensational here in what may well be her best performance (she won the Cannes film festival best actress award). Whether wound up or passive, she inhabits this complicated woman with all her nuances and contradictions. It's a fierce performance. The delicate score is by Georges Delerue. The excellent supporting cast includes James Mason (superb as always), Maggie Smith, Cedric Hardwicke, Janine Gray and Yootha Joyce in a disturbing portrait of a woman undone.