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The Magnificent Ambersons
Director: Orson Welles (Dir)
Release Date:   10 Jul 1942
Production Date:   28 Oct 1941--22 Jan 1942; retakes late Apr 1942 and 19 May 1942
Duration (in mins):   88
Duration (in feet):   7,931
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Cast:   Joseph Cotten (Eugene [Morgan])  
    Dolores Costello (Isabel [Amberson Minafer])  
    Anne Baxter (Lucy [Morgan])  
    Tim Holt (George [Amberson Minafer])  
    Agnes Moorehead (Fanny [Minafer])  
    Ray Collins (Jack [Amberson])  
    Erskine Sanford (Roger Bronson)  
    Richard Bennett (Major Amberson)  
    Don Dillaway (Wilbur Minafer)  
    Orson Welles    
    Charles Phipps (Uncle John)  
    Dorothy Vaughan (Spectator at funeral)  
    Elmer Jerome (Spectator at funeral)  
    Sam Rice (Spectator at funeral)  
    Olive Ball (Mary)  
    Nina Guilbert (Guest)  
    John Elliott (Guest)  
    Anne O'Neal (Mrs. Foster)  
    Georgia Backus (Matron)  
    Kathryn Sheldon (Matron)  
    Henry Roquemore (Hardware man)  
    Hilda Plowright (Nurse)  
    Billy Elmer (House servant)  
    Ed Howard (Citizen)  
    Harry Humphrey (Citizen)  
    Lew Kelly (Citizen)  
    Maynard Holmes (Citizen)  
    Sada Simmons (Wife)  
    Gus Schilling (Drug clerk)  
    Bobby Cooper (George as a boy)  
    Drew Roddy (Elijah)  
    Jack Baxley (Rev. Smith)  
    Heenan Elliott (Laborer)  
    John Maguire (Young man)  
    Lyle Clement (Man in barber shop)  
    William Blees (Youth at accident)  
    James Westerfield (Policeman at accident)  
    Philip Morris (Policeman)  
    Jack Santoro (Barber)  
    Nancy Gates    
    Joe Whitehead    
    Del Lawrence    
    Harry Bailey    
    Edwin August    

Summary: In 1873, in a small Midland town, the magnificence of the Ambersons, the town's wealthiest family, dominates the social scene. The denizens are abuzz with the news that Isabel Amberson, the daughter of the family, has jilted her suitor, Eugene Morgan, because he embarrassed her by becoming tipsy and stepping through a bass violin. After Isabel spurns Gene for the more prosaic Wilbur Minafer, the couple are married and bear a son, George Amberson Minafer. Isabel pours all the love that she felt for Gene into George, and consequently the boy develops into a spoiled enfant terrible . He soon engenders the enmity of all the townspeople, who eagerly anticipate the boy's "comeuppance." Years later, George comes home from college for the holidays and his family stages one of the last great balls in his honor. Gene, now widowed, returns to town after a long absence and attends the dance with his daughter Lucy. George, enchanted by Lucy and unaware of her father's former romance with his mother, asks her to dance. When Lucy tells George that her father, an inventor, is developing a horseless carriage, George ridicules the idea, causing Lucy to comment on the boy's self-important attitude. After George declares that his goal in life is to become a yachtsman, Lucy criticizes his lack of ambition. At the end of the evening, George voices his animosity toward Gene and teases his spinster aunt Fanny about pursuing the widower. The next afternoon, George invites Lucy on a sleigh ride. When their sleigh overturns, spilling them into the snow, Gene gives them a ride home in his horseless carriage. Some time later, Wilbur, who has become depressed over a series of bad investments, dies. Unmoved by his father's death, George returns from school and continues to taunt Fanny about her romantic interest in Gene. As the Ambersons' fortune declines, Gene's auto factory becomes a financial success. While seated in the arbor with Isabel one day, Gene, who has never stopped loving her, begs her to tell George about their love for each other, but Isabel is afraid to incur her son's disapproval. Later, George proposes to Lucy, and when she rejects him because of his lack of ambition, George blames Gene for Lucy's opinions. After Lucy leaves town to visit a friend, the Ambersons invite Gene to dinner. When the discussion turns to the way in which Gene's horseless carriage will revolutionize civilization, George denounces the automobile as a nuisance. After dinner, Fanny praises George for defending his mother's reputation by being rude to Gene. When Fanny tells George that the entire town has been gossiping about Gene's courtship of Isabel, the boy becomes furious. The next day, when Gene comes to take Isabel for a drive, George refuses to let him see his mother and slams the door in his face. Shocked by George's behavior, Jack, Isabel's brother, escorts his sister into the dining room for a private conference to discuss his nephew's conduct, while George and Fanny bicker on the staircase. Afterward, in a letter to Isabel, Gene confides his fear that George will never accept their marriage and presses her to choose between her true love and her son. Although torn, the always-devoted mother Isabel chooses her son. When Lucy returns home, George informs her that he and his mother are leaving on an around-the-world trip and he may never see her again. Lucy feigns indifference, but once George walks away, she faints. Some time later, Jack returns home from Paris after visting his sister and George. He confides to Gene that although Isabel is gravely ill, George will not allow her to leave Europe. When Isabel, now an invalid, returns home to die, Gene comes to see her but is turned away by her family because she is too sick for visitors. As George holds his mother's hand at her deathbed, Isabel, with her dying words, expresses her desire to see Gene one last time. Soon after, Isabel's father, Major Amberson, devastated by his daughter's death and family's dwindling fortunes, dies. Penniless, Jack says goodbye to George and leaves town to accept a job elsewhere. Gene, now accompanied by Lucy, returns to the arbor where Lucy recalls the legend of a brash young Indian chief who was exiled by his tribe for his odious conduct. Destitute, George finds employment as a low-paid clerk in a law office. When Fanny, in a hysterical fit of self-pity, insists on moving into an expensive boardinghouse, however, George quits his job to take higher paying work in a dynamite factory. On the day before he is to move out of the family mansion, George visits his deceased mother's empty bed and prays for forgiveness. Afterward, he is struck by a car and hospitalized. When Lucy reads the news of George's accident, she insists on going to him at the hospital and Gene follows. In the corridor outside George's room, Gene tells Fanny that Lucy's presence has restored George's will to live and that George has extended his hand and asked for forgiveness. Gene then confides that he felt Isabel's presence in George's hospital room and that by offering her son refuge, he was being true to his undying love for her. 

Production Company: RKO Radio Pictures, Inc.  
Production Text: Mercury Productions, Inc.
Distribution Company: RKO Radio Pictures, Inc.  
Director: Orson Welles (Dir)
  Freddie Fleck (Asst dir [and addl scenes dir])
  Harry Mancke (Asst dir)
  Robert Wise (Dir)
  Jack Moss (Dir)
Producer: Orson Welles (Prod)
  George J. Schaefer (Exec prod)
Writer: Orson Welles (Scr)
Photography: Stanley Cortez (Photog)
  Russell Metty (Addl photog)
  Nicholas Musuraca (Addl photog)
  Jack McKenzie (Addl photog)
  Russell A. Cully (Addl photog)
  Harry J. Wild (Addl photog)
  Clifford Stine (Process photog)
  Howard Schwartz (Asst cam)
  Jimmy Daly (Cam op)
  Alex Krahle (Stills)
Art Direction: Mark-Lee Kirk (Set des)
  Al D'Agostino (Art dir)
Film Editor: Robert Wise (Film ed)
  Mark Robson (Film ed)
  Jack Moss (Film ed)
Set Decoration: Al Fields (Set dresser)
  Charles Sayers (Props)
Costumes: Edward Stevenson (Ladies' ward des)
Music: Bernard Herrmann (Mus)
  Roy Webb (Addl mus)
Sound: Bailey Fesler (Sd rec)
  James G. Stewart (Sd rec)
  Earl Mounce (Sd)
  John Tribby (Sd)
  Terry Kellum (Sd)
Special Effects: Vernon L. Walker (Spec eff)
Make Up: Mel Berns (Makeup)
Production Misc: Freddie Fleck (Unit bus mgr)
Country: United States
Language: English

Songs: "The Man Who Broke the Bank at Monte Carlo," words and music by Fred Gilbert.
Composer: Fred Gilbert
Source Text: Based on the novel The Magnificent Ambersons by Booth Tarkington (Garden City, NY, 1918).
Authors: Booth Tarkington

Copyright Claimant Copyright Date Copyright Number
RKO Radio Pictures, Inc. 7/7/1942 dd/mm/yyyy LP11485

PCA NO: 7800
Physical Properties: b&w:
  Sd: RCA Sound System

Genre: Drama
Sub-Genre: Historical
Subjects (Major): Brats
  Financial crisis
  Mothers and sons
  Personality change
  Small town life
  Unrequited love
Subjects (Minor): Aunts
  Automobile accidents
  Balls (Parties)
  Fathers and daughters

Note: [ Note from the Editors: Because of the vast amount of material available, a comprehensive discussion of all aspects of The Magnificent Ambersons is not possible here.] Booth Tarkington's novel was originally serialized in Metropolitan Magazine from May 1917 to Sep 1918. The novel was part of a trilogy on life in the American mid-west that also included the novels The Turmoil (1915) and The Midlander (1923). The trilogy was published collectively under the title The Growth (1927). The film's opening is heralded by a silent sound track and the flash of a title card reading "A Mercury Production." This is followed by a second card announcing " The Magnificent Ambersons , from the novel by Booth Tarkington." The screen then goes black and the voice of Orson Welles is heard speaking the words "The magnificence of the Ambersons began in 1873. Their splendor lasted throughout all the years that saw their midland town spread and darken into a city." As Welles's narration continues, it is illustrated by a montage of images of the era in which several of the main characters are introduced. The passage spoken by Welles also opens the Tarkington novel. Production credits are withheld until the end of the film when Welles's voice intones "Ladies and gentlemen, The Magnificent Ambersons was based on Booth Tarkington's novel." An image of the novel then appears on the screen. As a movie camera flashes across the screen, Welles declares "Stanley Cortez was the photographer." The remainder of the technical credits are presented in this fashion. After the technical credits are completed, Welles's voice announces "Here's the cast." A close-up of each actor then appears as Welles states the performer's name and role. The actors' images are bridged by lap dissolves. At the credits close, a microphone appears and Welles concludes "I wrote the script and directed it. My name is Orson Welles. This is a Mercury Production."
       The following information is based on contemporary news items, reviews, interviews, and corporate records. Some contemporary documents have been reproduced in modern sources. Information obtained from modern sources is indicated: The 88 minute release print differed substantially from the nearly 132 minute film that Welles had initially envisioned. The following chronology summarizes the events that unfolded after the completion of principal photography on 22 Jan 1942: Shortly after the end of filming, Welles flew to Miami en route to Rio de Janeiro to begin his next production, It All Came True . On 4 Feb, according to a HR news item and memos contained in the RKO Production Information Files at the UCLA Arts Library--Special Collections, editor Robert Wise delivered a rough cut of the print to Welles in Miami. At the Fleischer Studio there, the two men discussed plans for the final cut. According to a letter from Wise reprinted in a modern source, the plan was for Wise to return to Hollywood to complete the editing, sound and music tracks, then fly to Rio with the final print. When Wise's application to leave the country was denied due to wartime restrictions on travel, however, the print was shipped to Rio, where Welles was to shape the final cut. According to a 6 Mar 1942 HR news item, Welles remained in constant contact with Wise, telephoning and cabling the editor with detailed cutting instructions. Some of these cables can be found in the RKO Production Information Files.
       A modern source adds that Welles teamed Wise with Jack Moss, the business manager of the Mercury Theater, with Wise acting as supervisor of post-production and Moss as surrogate producer. Re-edited footage was shipped regularly to Rio, where Welles would then comment on the changes via cable or telephone. The cutting continued until 16 Mar 1942, when Wise, in a telegram (reprinted in a modern source), notified Welles that studio head George Schaefer, anxious for an Easter release of the film, requested a screening for himself and Charles Koerner, an executive who, according to all accounts, harbored contempt for Welles's artistic ambitions and would soon replace Schaefer as head of the studio. Wise informed Welles that Schaefer, concerned about the picture's two-hour plus length, had ordered a sneak preview to be shown at the Fox Theatre in Pomona, CA on 17 Mar 1942. Audience response cards from that preview indicate that the film received mixed reactions: "A horrible distorted dream." "The worst picture I ever saw. I could not understand it." "Exceedingly good picture." "This picture was a masterpiece."
       Focusing on the negative comments, an alarmed Schaefer asked Russ Hastings, RKO's legal consul, about the studio's rights in regard to the cutting of the picture. In a 19 Mar 1942 letter, Hastings replied that Welles had the right to make the first rough cut or cut the picture in the form of the first sneak preview. After that, Welles was obligated to cut the picture at the studio's direction. A 16 Nov 1941 NYT news item about Welles's deal with RKO explained why Welles no longer exercised final cut over his work. In his initial contract with the studio, Welles retained the right of final cut and also agreed to make one "free" picture for the studio. That contract was amended, however, when Welles reneged on making the free picture and reached a compromise with the studio in which they surrendered the free picture in exchange for Welles conceding the rights to the final cut to the last two pictures in his contract. Schaefer's reservations about the picture intensified after a second preview held in Pasadena on 19 Mar 1942. In a letter to Welles dated 21 Mar 1942, Schaefer wrote, "Never in all my experience in the industry have I taken so much punishment or suffer as I did at the Pomona [17 Mar 1942] preview." Schaefer also criticized the film as being "too slow, heavy and topped off with somber music." In a 23 Mar 1942 cable, Moss outlined the exact cuts made in both previews. Welles responded in a 27 Mar 1942 cable listing minutely detailed changes. In an attempt to provide the picture with a more optimistic ending, Welles suggested remaking the cast credits to end with the image of "George" and "Lucy" happily driving along in an open car. Welles's attempts to appease the studio ultimately proved futile, however, and most of his suggestions were ignored.
       By mid-Apr 1942, a HR news item reported that the release of The Magnificent Ambersons was held up over a dispute between the studio and Welles. The studio, claiming that the picture was too long, demanded that Welles cut it and reshoot several scenes. Welles refused, insisting that the film be released his way or not at all. According to a 23 Apr 1942 HR news item, retakes of the final scene were completed on 22 Apr. On 4 May and 12 May, the recut version of Ambersons was previewed at Inglewood and Long Beach, respectively. Retakes continued as assistant director Freddie Fleck, Wise and Moss directed new scenes. According to a modern interview with Wise, Joseph Cotten was also involved in writing and directing the revisions. On 10 Jun, Schaefer resigned as head of the studio and was replaced by Koerner on 26 Jun. By 2 Jul, a HR news item reported that Welles and his Mercury staff were ousted from the RKO lot. The version of The Magnificent Ambersons that was released on 10 Jul 1942 was missing almost forty-five minutes of Welles's        A cutting continuity copied from the screen and dated 12 Mar 1942, five days before the first preview, story boards and stills from the deleted footage are among the surviving remnants of Welles's original version. One of the first significant alteration was the deletion of a scene, consisting of sixteen shots, in which "George" returns home from school for the Christmas holidays and enters his boyhood clubroom, the Friends of the Ace. In the scene, George bullies his fellow members and belligerently assumes the presidency of the club, invoking the privilege of his grandfather's influence and money. This scene repeats the motif of George as an enfante terrible , even though he has now reached adulthood, and further sets the stage for his "comeuppance" after the Amberson family loses its fortune.
       Among the cuts most lamented by film historians are those that occurred in the ballroom scene, in which the camera tracks through the third floor of the Amberson mansion, gliding from character to character. Over five minutes was deleted from this sequence. The cuts not only break up the continuity of the shot but also render the physical layout of this elaborate space incomprehensible. In an interview, Welles stated that this scene was shot in four different continuous rooms and that the walls were constructed to roll back for the camera. In a separate interview, cameraman Stanley Cortez added that the walls were raised and lowered as the camera tracked through the rooms, and all the mirrors in the sequence had to be tilted up and down so as not to catch the reflection of the camera as it moved past.
       Cuts in the kitchen sequence, in which George, unmoved by his father's recent death, taunts "Fanny" about her romantic interest in "Gene," omit some important narrative developments. The cutting continuity contains a scene in which George spots the construction of rental houses on Amberson property, an important indicator of the decline of the family fortune and the rise of an urban society, and runs outside to inspect them. Many of the excised scenes dealt with the spread of industrialism and how it transformed society.
       Wise directed and Jack McKenzie photographed the scene in George's bedroom in which "Isabel" asks George if he has read Gene's letter containing his proposal of marriage. In Welles's original version, George was far more belligerent and confrontational, and the scene closes with George hinting at dire consequences if Gene ever sets foot in the house again. Wise softened the scene to make George somewhat more confused and thus more sympathetic.
       Freddie Fleck reshot the scene in which Gene comes to visit the ailing Isabel and is turned away from seeing her. In the original, George instructs Fanny to forbid Gene to see Isabel and she carries out his orders. In Fleck's version, Fanny's and George's stridency is partially ameliorated by "Jack," who counsels Gene to leave without seeing Isabel. In this and in the letter sequence, the revisions made George a more sympathetic character.
       The scene in which Fanny slouches against the boiler, insisting hysterically upon moving into an expensive boardinghouse, was partially reshot by Jack Moss and photographed by Nicholas Musuraca to tone down Fanny's hysteria. Additionally, some of Fanny's lines that were spoken at the scene's opening were transposed to the end of the sequence.
       Several scenes were radically reordered from their original placement. In the cutting continuity, the boiler sequence came after that of George, while visiting his deceased mother's empty bed to beg her forgiveness, finally sees the error of his ways and thus receives his "comeuppance." This was followed by the garden scene between Gene and "Lucy" which, in the original film, immediately proceeded George's accident. According to a modern source, these scenes were moved ahead of George's plea for forgiveness because the studio felt that this "comeuppance" scene should be the climax of the film and therefore occur as close to the end as possible.
       Welles's original version of the film's final sequence ran approximately eight minutes. In it, Gene, upon learning about George's accident, immediately proceeds to the hospital to see George, but their meeting occurs entirely offscreen. Afterward, Gene drives to Fanny's boardinghouse. There, in an extended conversation, they discuss the probability that Lucy and George will marry. Throughout the scene, Fanny remains aloof and distant, not even reacting to Gene's confidence that he sensed Isabel's presence in George's hospital room and felt that he was being true to her by offering refuge to her son. Gene then leaves the boardinghouse and drives off into the night. In the released version, running just under three minutes, photographed by Musuraca and directed by Fleck, Gene goes to the hospital after reading about George's accident in the newspaper. The exchange between Fanny and Gene occurs in the hospital corridor just after Gene leaves George's room. Gene repeats his lines about offering George refuge, and Fanny responds with a smile as they exit the frame together, creating a sense of happy resolution that was missing from Welles's original version.
       According to CBCS lists, the following actors appeared in the deleted scenes: Mel Ford, Robert Pittard and Ken Stewart played members of George's club in the Club House sequence; Ed Howard appeared as Gene's chauffeur during the scene in which Gene drives to the hospital; and Lillian Nicholson played Fanny's landlady at the boardinghouse. The following actors' names were listed on daily call sheets and also may have appeared in the deleted scenes: J. Louis Johnson, Betty Adair, Ivy Keene, Alex Schoenberg, J. J. Clark, Kathleen Ellis, Bill Knutsen, B. Emery, John Huettner and Jesse Graves. In the original cutting continuity, Bernard Herrmann was credited with writing and conducting the music. According to a modern source that was based on information in Herrmann's papers, the re-recording and re- scoring of the revised version were conducted by Roy Webb without Herrmann's knowledge, and when he found out, Herrmann threatened legal action unless his name was removed from the picture. Only thirty minutes of Herrmann's original score remains.
       Materials contained in the RKO Production Information Files add that the following actors were tested for roles in the film: Edith Barrett, Amanda Guthrey and Edna Best. A modern source adds Bert LeBaron, James Fawcett and Gil Perkins to the cast and notes that Helen Thurston performed Lucy's stunts and Dave Sharpe performed George's. In an interview reprinted in a modern source, Welles disclosed the following additional information about the production of this film: Welles originally considered long-retired silent film star Mary Pickford for the role of Isabel. The part of Fanny was specifically written for Agnes Moorehead. The snow sequence was filmed at the Union Ice Company ice house in downtown Los Angeles. [According to materials contained in the RKO Production Records, the exterior process photography shots for the sleigh sequence were filmed at Big Bear, CA.] George's last walk home after saying goodbye to Jack at the train station was shot with a hand held camera in downtown Los Angeles. Welles claimed that years after the film's release, he had hoped to update the ending by portraying the fate of Fanny, Gene, Lucy and George twenty years later, but his financing collapsed, thus terminating the project. After viewing the released version of The Magnificent Ambersons , Welles stated in a modern interview that he believed that the film was severely damaged by the studio's re-editing of the second half. Welles felt that the film "had the potential to be a better picture than Citizen Kane " (see entry above), if only the studio had not intervened. Hampered by the controversy engendered by the The Magnificent Ambersons , as well as his poor track record at the box office, Welles did not direct another picture until the 1946 film The Stranger (see entry below). According to a modern source, to get that job, Welles had to stipulate that he would not alter the script once production had begun and would pay any budget overruns out of his own pocket.
       Despite the studio's misgivings, not all the reaction to The Magnificent Ambersons was negative. A 20 Jul 1942 Time review called it "a great motion picture, adult and demanding. Artistically it is a textbook of advanced cinema technique." The film was nominated for the following Academy Awards: Best Picture, Best Art Direction, Best Black and White Cinematography and Best Supporting Actress (Agnes Moorehead). Moorehead won the New York Film Critic's Award for her portrayal of Fanny. Welles originally performed Tarkington's story on a 29 Oct 1939 CBS radio broadcast on the Campbell Playhouse . Welles adapted, narrated and appeared as George in that version. The 1925 Vitagraph film Pampered Youth , directed by David Smith and starring Cullen Landis, Alice Calhoun and Allan Forrest was also based on Tarkington's novel (see AFI Catalog of Feature Films, 1921-30 ; F2.4128). On 3 Nov 1950, the ABC television show The Pulitzer Prize Playhouse broadcast a version of the novel, starring Ruth Hussey, Florence Eldridge and Richard Hytton. In 2002, the A&E cable network produced a new adaptation of Tarkington's novel, directed by Alfonso Arau and starring Madeline Stowe and Bruce Greenwood. According to a Jan 2002 LAT article, Arau worked from Welles' original shooting script.  

Bibliographic Sources:   Date   Page
American Cinematographer   Nov 1976.   
Box Office   4 Jul 1942.   
Daily Variety   1 Jul 42   p. 3.
Film Daily   3 Jul 42   p. 5.
Hollywood Reporter   20 Aug 41   p. 1.
Hollywood Reporter   29 Oct 41   p. 5.
Hollywood Reporter   5 Feb 42   p. 2.
Hollywood Reporter   23 Feb 42   p. 1.
Hollywood Reporter   6 Mar 42   p. 1.
Hollywood Reporter   16 Apr 42   p. 1, 7
Hollywood Reporter   23 Apr 42   p. 8.
Hollywood Reporter   1 Jul 42   p. 3.
Hollywood Reporter   2 Jul 42   p. 1.
Los Angeles Times   11 Jan 2002.   
Motion Picture Herald Product Digest   4 Jul 42   p. 749.
New York Times   16 Nov 1941.   
New York Times   14 Aug 42   p. 13.
Time   20 Jul 1942.   
Variety   1 Jul 42   p. 8.

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