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Over the Hill is a 1931 American Pre-Code black-and-white melodrama film directed by Henry King for Fox Film Corporation. Starring Mae Marsh, James Dunn, Sally Eilers, and Olin Howland, the story concerns a young mother who devotedly cares for her children but when they grow up, most of them turn their backs on her and she has no choice but to go live in the poorhouse. The film is a remake of the 1920 silent film Over the Hill to the Poorhouse, which had been a major box-office hit for Fox. The story was based on a pair of poems by Will Carleton. Over the Hill also inspired the South Korean film adaptation Over the Ridge (1968). The production marked Marsh's first sound film and the second pairing of Dunn and Eilers, who had achieved celebrity in Fox's Bad Girl released earlier in the year.