The 1912 sinking of the luxury liner Titanic is used as a backdrop for a several fictional subplots, chief of which involves snooty socialite Clifton Webb and his wife Barbara Stanwyck . Stanwyck has booked passage on the ill-fated passenger ship with her daughter ( Audrey Dalton ) and son ( Harper Carter ), leaving Webb far behind. Webb manages to board the ship at the last minute, and discovers that Stanwyck plans to divorce him; she further informs him that he is not the father of their son. When the Titanic sideswipes an iceberg and begins its slow descent in the Atlantic, the women and children are put on the lifeboats while the men stay behind to face death (except for cowardly cardsharp Allyn Joslyn , who disguises himself as a woman). The formerly class-conscious Webb acts with conspicuous bravery, seeing to it that several steerage passengers are ushered to safety. He is reunited with his son, who has given up his lifeboat seat to an elderly woman. All misunderstandings swept aside, Webb and his son face their final moments on earth together. In the film's best moment, a miniature recreation of the Titanic is seen sinking beneath the waves as the survivors watch from their lifeboats in numb horror. — Hal Erickson