A young dancer finds her promising career threatened by polio in Lupino’s first fully credited directorial effort, a steadfastly un-melodramatic melodrama inspired in part by her own battle with the disease as a teenager. Radiant and in love, dancers Carol and Guy trade show business for hospital routines—and optimism for despair—when Carol contracts polio. Lupino dirties up the typical “plucky-lovers-face-adversity” narrative with a gritty, you-are-there realism more attuned to crime docu-noirs than backstage romances; much of the film was shot on location in polio wards, with patients as extras. Funded entirely outside the studio system by Lupino and her team, Never Fear so impressed RKO’s Howard Hughes that he offered her a three-picture directorial deal.