Greatest Films of the 1940s
Greatest Films of the 1940s

Greatest Films of the 1940s
1940 | 1941 | 1942 | 1943 | 1944 | 1945 | 1946 | 1947 | 1948 | 1949


Title Screen Film Genre(s), Title, Year, (Country), Length, Director, Description

Abe Lincoln in Illinois (1940), 110 minutes, D: John Cromwell
A screen adaptation from Robert E. Sherwood's 1939 Pulitzer Prize-winning play, yet slightly inferior to the previous year's Young Mr. Lincoln (1939) starring Henry Ford. An historically accurate and realistic portrayal of Abraham Lincoln's (Raymond Massey, reprising his 1938 Broadway stage impersonation and future signature role) life as small-town resident, suitor, lawyer, legislator, and as the 16th President (and Great Emancipator) beginning in 1860. The film opened with Lincoln's poor childhood in the backwoods of Illinois, through his early career as a clerk in a shop in New Salem, Illinois, his ill-fated love for Ann Rutledge (Mary Howard) who was already engaged and then died tragically in 1835, his reluctant decision to run for political office for the first time as a Whig Party state assemblyman (and serve a single term), his short stint as a self-educated lawyer in Springfield, Illinois, his on-again, off-again relationship with ambitious Mary Todd (Ruth Gordon in her debut film role) and their eventual marriage in 1842, his election to a single two-year term in Congress (1846-48), his memorable debates (the highlight of the film) as a Republican candidate against political rival Senator Stephen Douglas (Gene Lockhart) who defeated Lincoln and won the Senate seat in 1858, and Lincoln's election to the Presidency.

All This, And Heaven Too (1940), 140 minutes, D: Anatole Litvak
An elaborate, overly-long melodramatic,19th century period production from Warner Bros., set in France, and based upon Rachel Lyman Field's novel about a scandalous and tragic real-life murder case in Europe. A philandering French nobleman Duc de Praslin (Charles Boyer) entered into a loving relationship with the governess of his children, Henriette Deluzy-Desportes (Bette Davis). His sultry and cold wife Duchesse de Praslin (Barbara O'Neil) was insanely jealous and resentful of the kindly and loving Henriette and the affair that was occurring, although she was uncaring about her own four children. Henriette was fired from her governess position, due to the Duchesse's vindictive nature, and denied a letter of recommendation, leaving Henriette unemployed. The debonair Duke and his governess became prime suspects after the Duchesse was murdered by the enraged Duc - and Henriette was considered his accomplice. To save her and the French government (because of his associations with the French king Louis-Philippe) from further embarrassment, the Duke suicidally took poison and assumed full responsibility for the crime. Henriette was released from prison without evidence to hold her, and she emigrated for refuge to the US (where she told her story in flashback) as a French teacher in NY's Miss Haines School.

The Bank Dick (1940), 73 minutes, D: Eddie Cline
W.C. Fields appeared in his last major film role in this classic comedy, with wonderful bumbling sight gags and hilarious one-liners. He credited himself as screenwriter Mahatma Kane Jeeves (similar to "My hat, my cane, Jeeves!"). As Egbert Souse (W. C. Fields) (pronounced "Soo-zay"), he was a drunken, unemployed, no-account, henpecked, child-hating husband living in Lompoc, California (pronounced Lompoke). His family who often complained: "House just smells of liquor and smoke," included his cranky mother-in-law Mrs. Hermisillo Brunch (Jessie Ralph), his younger daughter Elsie Mae Adele Brunch Souse (Evelyn Del Rio), and his nagging wife Agatha Sousé (Cora Witherspoon). The lush barfly often escaped from his family by sneaking out to the Black Pussy Cat Cafe for stiff drinks, where he performed a drinking routine in front of bar proprietor Joe Guelpe (Shemp Howard, one of the replacement Three Stooges); he dipped his fingers in a glass of water, dried them with a paper napkin that he crumpled and rolled into a ball, then tossed it into the air over his shoulder and neatly kicked it away with the heel of his shoe, followed by a burb and cough. To his family's astonishment, he had the opportunity to direct an on-location movie in town (to replace drunken director A. Pismo Clam (Jack Norton)). After his chair toppled backwards off his majestic perch on the platform, his bratty young daughter Elsie Mae approached, pulled on his coat tails, and demanded a part in the picture: "I wanna be in the picture (he deferred her request by patting her on the head)...What's the matter, Pop? Don't ya love me?"; when Egbert went to slug her, Cora threatened: "Don't you dare strike that child!" - to which Egbert replied: "She's not gonna tell me I don't love her!" He also inadvertently foiled a bank robbery in town for allegedly capturing Loudmouth McNasty (George Moran), one of two bank robbers with the money, and was rewarded for his accidental heroism with a free bank calendar and an in-bank position as a guard (or "dick"-detective) by grateful Lompoc State Bank president Mr. Skinner (Pierre Watkin). Egbert met with the pompous Mr. Skinner to be congratulated on his daring, gallant deed: "And I wish to personally give you a hearty handclasp." Skinner avoided shaking Sousè's outstretched limp-wristed hand, barely touching the tips of his fingers to his palm. Egbert also concocted an ill-advised embezzlement plan (with the complicity of his future, dim-witted son-in-law Og Oggilby (Grady Sutton), a bank clerk and the fiancee of his lovesick oldest daughter Myrtle (Una Merkel)) to temporarily "borrow" or steal $500 from the bank (until he could repay the money with Og's bonus due in a few days) to invest in worthless stock in the questionable and flimsy mining operation known as the Beefsteak Mining Company - offered by charlatan con J. Frothingham Waterbury (Russell Hicks). To convince Og, Egbert told him: "Surely, don't be a luddie-duddie, don't be a moon-calf, don't be a jabbernow, you're not those, are you?" During Egbert's work as a vigilant bank security dick - he choked a young boy in a cowboy outfit waving a toy gun - believing that he was a holdup man - as the bratty boy walked out of the bank, he ridiculed the guard's shiny, bulbous red nose: "Mommy, doesn't that man have a funny nose?" His mother chided him for making fun: "You mustn't make fun of the gentleman, Clifford. You'd like to have a nose like that full of nickels, wouldn't you?" Souse used knock-out Mickey Finn drinks to hold off effeminate, prissy, inquisitive and persistent bank examiner/auditor J. Pinkerton Snoopington (Franklin Pangborn) - who was suspicious of Egbert's financial dealings. As it turned out, the Beefsteak Mine stock was actually valuable, and Waterbury urged Egbert to resell him the shares, but before the transaction could occur, the second uncaught bank robber Repulsive Rogan (Al Hill) returned to rob the bank of mining stock and cash, and took Egbert "hostage." He was forced to drive the getaway car, with the robber in the back seat. It was a memorable, zany, slapstick car chase scene - a superbly-timed chase amongst multiple cars (Souse's car was followed by the local police, the bank president, and a representative from the movie company) that zoomed and circled around, barely avoiding crashing into each other or other obstacles in the path. The getaway car careened through streets, over ditches (over the heads of ditchdiggers), around curves and up a mountainside, missing collisions at every turn with the pursuit vehicles. When asked by the thug in the back seat to give him the wheel, Egbert matter-of-factly pulled it off the steering column and gave it to him. After the robber was struck unconscious by a tree branch and apprehended, Sousè was an unlikely hero once again for thwarting another heist. This time, he received $5,000 for capturing the thief, and a film company bought his story for $10,000 - funds he used to purchase a top hat and tails, and a new mansion, before returning for a visit to the Black Pussy Cat Cafe.

Boom Town (1940), 116 minutes, D: Jack Conway
Director Conway's and MGM's exciting action and western drama was based upon James Edward Grant's short story "A Lady Comes to Burkburnett" that first appeared in Cosmopolitan magazine. It marked the third and final pairing of two iconic MGM stars: Gable and Tracy. The story involved a turbulent cycle of partnerships and breakups between two oil-men over their love for the same woman during a 20 year period. It opened in 1918 in a W. Texas oil town during a gunfight, where the two western wild-catters were introduced in their hotel: tough and cocky "Big John" McMasters (Clark Gable) and "Square John" Sand (Spencer Tracy), aka "Shorty." They were bestowed with their nicknames by the town's saloon girl Whitey (Marion Martin). The two down-on-their-luck men became reluctant partners, and joined together to steal oil drilling equipment from company owner Luther Aldrich (Frank Morgan), to use for their own oil-drilling venture that turned out to be a salt-water bust. Forced to flee and travel to various oil-drilling sites for employment, the men made enough through wild-catting (and McMasters' gambling luck) to partially repay Aldrich. As part of a deal to reimburse Aldrich, they offered him 1/8th of their profits if their new well struck it rich. A new character, quick-witted Eastern-bred schoolteacher Elizabeth 'Betsy' Bartlett (Claudette Colbert) showed up, and spurred competition between them for her heart. Although Betsy was Sand's longtime hometown girlfriend, she married McMasters - something that Sand reluctantly permitted in order to keep his friendship. Throughout the film, the two men went through various periods of boom and bust. After a year of marriage, Betsy (accompanied by Sand) caught her drunken husband dancing with barroom floozy Whitey, and decided to leave him. A quarrel between the two alienated men Sand and McMasters ended with a coin-toss for ownership of their oilfields. Sand won the bet, forcing Betsy to forgive her disgraced husband and return to him - although he was no longer permitted on the premises. Fortunes would again change when Sand became a drunkard and sold out his entire business to Aldrich. He moved to the tropics of Latin America, where he again crossed paths with the itinerant, unemployed McMasters and Betsy, who now had a young son named Jack. Their petty squabbles were interrupted by a Latin American revolution that set fire to Sand's oil wells, and he lost everything. In the continuing saga of their ups-and-downs fortunes, McMasters became successful on land bought in Oklahoma, and then decided to expand eastward to New York and become involved in oil distribution. As a rich oil baron, he became associated with femme fatale Karen Vanmeer (Hedy Lamarr), an advisor to his slick former customer Harry Compton (Lionel Atwill), who used her sexy wiles to provide Big John with industrial secrets about his rival competitors. McMasters began to spend all his time with Karen and neglect his family. Although Sand lost everything in Latin America, he struck in rich in Oklahoma. Eventually, the two men were reconciled at an oilmen's convention and they began to work together again. Sand suspected that the long-suffering Betsy was unhappy with her unfaithful husband McMasters due to the presence of Karen. He proposed a loveless marriage to Karen to remove her from McMasters' life, but she rejected his idea and vowed to ultimately marry McMasters. Meanwhile, Betsy attempted a suicidal drug overdose. Sand took an alternative approach to ruining Big John. He teamed with Compton and tried to bankrupt his former partner's illegal monopolies, but his efforts backfired and he went broke, although McMasters lost $5 million. In the conclusion, the two men engaged in a brawling fist-fight after Sand asked McMasters to give his wife a divorce. Karen realized that she was causing a rift and decided to leave McMasters. McMasters was brought to trial by the government for violating the Sherman Anti-Trust Act, and was defended by his old pal, but still lost his fortune. However, starting over again, Sand and McMasters teamed up in a new wild-catting venture in Kettleman Hills, CA - and ultimately would become very rich.

Dance, Girl, Dance (1940), 90 minutes, D: Dorothy Arzner
An early feminist-minded film, and a critical and commercial box-office failure, from pioneering butch-lesbian Dorothy Arzner (and regarded as her best) - one of the few female Hollywood directors at the time, and featuring one of Lucille Ball's better film roles. Not to be confused with the 1933 film of the same name. This backstage musical was taglined: "Heartbreak Behind Gayety of a Girly-Girl Show!" and pitted the two dichotomous female leads against each other - a good girl vs. bad girl representing two opposite styles of dance (burlesque and ballet). Aspiring 'serious' but poor ballerina Judy O'Brien (young Maureen O’Hara in her third Hollywood film), an Irish redhead, and her outrageous, gold-digging, ambitious friend Bubbles (Lucille Ball) were introduced as two chorus girls stranded in Akron, Ohio before they traveled separately back to New York City to find work. Bubbles (renamed "Tiger" Lily White) became a cheap burlesque stripper in a live show, while Judy struggled in dance school with her Russian dance teacher/mentor Madame Lydia Basilova (Maria Ouspenskaya). With a cruel and cutthroat gesture, Bubbles hired the desperate Judy to dance ballet immediately after her own act, knowledgeable that "stooge" Judy would be greeted with hostile jeers, boos, and laughter from the voyeuristic dirty-old-man audience, and would - of course - demand an encore by Bubbles (who only stripped to a hula skirt and bra!). Besides an on-stage catfight, the film's most remarkable sequence was Judy's celebrated lecture-speech delivered at the climax to the males of a jeering burlesque audience who were mocking her classical dance act.

Fantasia (1940), 120 minutes, D: Ben Sharpsteen and Disney
An innovative and revolutionary animated classic from Walt Disney (his third feature animation), combining classical music masterpieces with imaginative visuals, presented with conductor Leopold Stokowski and the Philadelphia Orchestra. It was the first commercial American film to use stereophonic sound as well as the first and only film recorded in pioneering Fantasound. An updated version was created almost 60 years later, Fantasia/2000 (1999) - the first feature length animated film to be presented in IMAX, with additional animated interpretations of classical works, including Beethoven's "Symphony No. 5," Gershwin's "Rhapsody in Blue," Saint-Saëns' "Carnival of Animals," and Stravinsky's "The Firebird Suite." The eight animation sequences in this film, corresponding to classical music selections, were colorful, impressive, free-flowing, abstract, and often surrealistic pieces. They included the most famous of all: Paul Dukas' "The Sorcerer's Apprentice" with Mickey Mouse (in a comeback role) as the title character - the wizard's disobedient assistant battling brooms carrying endless buckets of water. Also Bach's "Toccata and Fugue in D Minor," Tchaikovsky's "Nutcracker Suite" with sugar plum fairies and dancing mushrooms, prehistoric dinosaurs and volcanoes in Stravinsky's "Rite of Spring," Beethoven's "Pastoral Symphony" with mythical Greek centaurs, cupids, and fauns, Ponchielli's delightful "Dance of the Hours" with dancing hippo ballerinas, crocodiles, ostriches, and elephants, and Mussorgsky's darkly apocalyptic "Night on Bald Mountain" with evil creatures.

Foreign Correspondent (1940), 120 minutes, D: Alfred Hitchcock
A thrilling and suspenseful espionage masterpiece from Alfred Hitchcock, his second American film. A naive American police crime-reporter, Johnny Jones/Huntley Haverstock (Joel McCrea), the foreign correspondent of the title (loosely based upon real-life reporter Ed Murrow), was sent to Europe in 1939 just prior to the outbreak of war in Europe, to cover the unfolding story. He met leading peace activist Stephen Fisher (Herbert Marshall), fell for his attractive daughter Carol (Laraine Day), accidentally became involved chasing spies, and began to suspect that Fisher was part of a Nazi spy ring (masquerading as an international peace organization). Memorable scenes included the faked Amsterdam assassination scene of Dutch diplomat Van Meer (Albert Bassermann) in a crowded sea of umbrellas during a rain storm in a large public square, the mysterious Dutch windmills (Nazi hideouts) in the countryside, a murder attempt and spectacular fall at Westminster Cathedral Tower, and a thrilling trans-Atlantic ocean Clipper plane crash during which Fisher sacrificed his life after his Nazi ties were uncovered. The most memorable scenes accounted for much of the budget of $1.5 million dollars, for the visual design and recreation of the background scenery and the airplane crash effects. It was revealed by the film's end that diplomat Van Meer had been kidnapped by the Nazis (who staged his murder and had murdered an identical double), to try to extract from him a memorized secret clause 27 in an Allied treaty for his country - the film's MacGuffin. The film concluded with Jones' memorable radio speech/plea for neutrality-leaning America to join the war effort.

The Grapes of Wrath (1940), 128 minutes, D: John Ford
A powerful, classic socio-dramatic masterpiece, adapted from John Steinbeck's 1939 Pulitzer Prize-winning novel, reputedly with Henry Fonda's greatest film role. It was the epic, but heartbreaking story of the perilous, Depression-Era migration of a drought-stricken, Oklahoma Dust Bowl family to the promised land of California, seeking migrant farm work during the fruit harvest. Cinematography by Gregg Toland duplicated images immortalized by documentary photographer Dorothea Lange. When they reached California, they were met with violence, prejudice, and fear, moving from one squalid campsite to the next, and being mistreated as migrant laborers. With magnificent performances of the family members who were poor but honest people struggling for dignity and a better way of life, especially the idealistic son Tom Joad (Henry Fonda) and his loving matriarchal Ma Joad (Jane Darwell) (with her famed "We're the people" monologue).

The Great Dictator (1940), 127 minutes, D: Charles Chaplin
Charles Chaplin's first full talking feature film in which he delivered spoken lines - a full 13 years after the advent of sound in the movies. The film was a slapstick political satire on world conditions and fascism at the start of World War II, and it was soon detested by Hitler's Third Reich. Chaplin played a dual role: as a poor and kind, unnamed Jewish ghetto barber with amnesia, and as a Hitler look-alike, the ruthless tyrannical dictator Adenoid Hynkel of the European country of Tomainia - a persecutor of Jews. The criss-crossing stories of the barber and the dictator eventually ended in a case of role reversal and mistaken identities. The barber won the admiration of pretty neighbor girl Hannah (Chaplin's wife at the time Paulette Goddard). Hynkel's rival was Mussolini-like Benzino Napaloni (Jack Oakie) of the neighboring country of Bacteria. With the funny pudding-coin scene, the memorable scene of Hynkel dancing ("pas de deux") with an inflated world globe balloon to the tune of the Overture of Richard Wagner's Lohengrin, and the competition between Hynkel and Napaloni in adjoining, ascending barber chairs, followed by a comedic food fight. The film concluded with a lengthy and impassioned humanistic monologue by the barber (appearing like Hynkel) about hope and human rights, and the end of tyranny.

The Great McGinty (1940), 81 minutes, D: Preston Sturges
The classic film (aka The Biography of a Bumb) that debuted the talents of screwball comedy director and screenwriter Preston Sturges (with an Oscar-winning original script). A witty, satirical, and cynical look at corrupt American politics and society, told with a stock cast of comical characters. In flashback, a banana republic bartender, Dan McGinty (Brian Donlevy) told the story of his rise from obscurity to the state governor's mansion as the result of a crooked election and lots of dirty tricks. Starting out as a dumb and homeless hobo in Chicago, he was admired by the Boss (Akim Tamiroff), head of the political machine, for his feisty nature and for stuffing the ballot box with phony votes. By playing the game crookedly, he was appointed collector of protection money, alderman, and through charm and more appointments, became mayor and eventually governor (the Great McGinty). Along the way, when he cleaned up his act and became honest - there were reverse consequences. He married his divorcee secretary Catherine (Muriel Angelus) - and then fell in love with her and her ready-made family of two children, developed a social conscience, and lost it all. He suffered a political demise when he tried to go straight, fight corruption and promote real reform as governor - opposed by the Boss - and had to flee the country. [Note: Brian Donlevy and Akim Tamiroff reprised their roles as Governor McGinty and The Boss in Preston Sturges' The Miracle of Morgan's Creek (1944).]

His Girl Friday (1940), 91 minutes, D: Howard Hawks
One of the earliest and best of Howard Hawks' madcap comedies with fast pacing, whirlwind, rapid-fire dialogue, and sped-up action. Remade as director Billy Wilder's The Front Page (1974) with Jack Lemmon and Walter Matthau, and as director Ted Kotcheff's Switching Channels (1988) within a television news environment. A funny and witty remake of the 1929 Ben Hecht and Charles MacArthur stage play hit The Front Page (and the subsequent The Front Page (1931)), but switching gender roles so that the reporter was played by a woman. Newspaper reporter Hildy Johnson (Rosalind Russell) wanted to leave the paper, find a more domestic and less frantic life style, and marry a mild-mannered, stuffy mama's boy insurance agent Bruce Baldwin (Ralph Bellamy). But her suave, scheming newspaper editor Walter Burns (Cary Grant), her ex-husband, wanted to keep his star reporter. When a hot-breaking escaped convict/manhunt story developed and she was called upon to cover the story and write the front-page headline scoop, he attempted to win her back in a battle of the sexes.

Kitty Foyle (1940), 105 minutes, D: Sam Wood
RKO's acclaimed romantic melodrama (a classic "chick flick"), subtitled "The Natural History of a Woman," featured dancer Ginger Rogers in her first serious acting role in one of the best "women's pictures" of the 40s. A touching and poignant love story/soap opera, told mostly in flashback. Adapted from a screenplay, based on Christopher Morley's popular novel (which contained more racy material, including explicit sexuality and an abortion). An ambitious, attractive white-collar working girl-secretary, Kitty Foyle (Best Actress-winning Ginger Rogers) found herself in a love triangle with a noble, but poor, idealistic and struggling doctor Mark Eisen (James Craig), and her wealthy, still-married philandering ex-husband, rich Philadelphia socialite Wynnewood 'Wyn' Strafford VI (Dennis Morgan) whom she was strangely drawn to. Her reflections on her choice of beaux (wealth vs. poverty) were told through flashback. The film also used a technique of a 'mirror-image' conscience to show two sides of Kitty's personality (the rational vs. the emotional and impulsive) during her dilemma. Caught in a difficult love triangle, she had to choose in the final scene: (1) should she go with Wyn who was on the dock ready to sail for South America?, or (2) should she join Mark at the hospital? She decided to marry Mark after she said to herself: "You're no longer a little girl, you're a grown woman now." She left a note with the doorman regarding her choice of life's path: ("...I'm going to be married tonight -- (to taxi driver: "St. Timothy's Hospital")).

Knute Rockne All American (1940), 96 minutes, D: Lloyd Bacon
A sentimental, inspirational sports biography-drama of Notre Dame's legendary and dedicated football coach, who became known for rousing pep talks to his players, exhorting them to greatness. One of the best sports movies of all-time. The film began with Knute Rockne's (Pat O'Brien) boyhood, his schooling and football days at Notre Dame, graduation, marriage to Bonnie Skiles (Gale Page), and the start of his coaching career for the Fighting Irish. The film contained actual newsreel footage of Notre Dame football games, and was most-remembered for Rockne's stirring words to his team during half-time in a game against Army to "go out there with all they got and win just one for the Gipper" - to play in memory of superb ND grid-iron half-back player George Gipp (Ronald Reagan) who died at the early age of 25 from a "disease" - pneumonia (and complications from strep throat). The film concluded with the tragic plane crash in 1931 that took 43 year-old Rockne's life, and his funeral with a eulogy by university president, Father Callahan (Donald Crisp).

The Letter (1940), 95 minutes, D: William Wyler
A superb melodrama from Warner Bros., adapted from the W. Somerset Maugham play. The story was filmed once before as the silent The Letter (1929) with Jeanne Eagels, and remade as The Unfaithful (1947), starring Ann Sheridan. Director Wyler was again paired with Bette Davis, after their success with Jezebel (1938). On the grounds of a Malayan rubber plantation one evening, bored and restless wife Leslie Crosbie (Bette Davis) shot and point-blank killed old family friend Geoffrey Hammond (David Newell) on the porch and front steps of her home with her husband's gun - in the striking opening scene. She explained to her husband Robert (Herbert Marshall) (who was away on business at the time of the murder) and their hired respected lawyer Howard Joyce (James Stephenson), with cold calculation and manipulation, that it was self-defense to protect her honor. Her husband faithfully believed her. She claimed that Hammond, who was married to an Eurasian - Mrs. Hammond (Gale Sondergaard), had tried to rape her. She was to stand trial in Singapore for murder. [Note: In fact, she killed him because as her lover, he threatened to leave her to take another partner.] During the proceedings, clerk Ong Chi Seng (Victor Sen Yung) presented Joyce with a copy of an incriminating letter written from Leslie to Geoffrey on the day of the shooting, desperately asking to see him. The letter was in the possession of Hammond's widow, who blackmailed them by offering to sell it for $10,000 (Robert's savings). Leslie tearfully admitted her affair with Hammond. The letter had to be retrieved personally in a dramatic scene. During the subsequent court trial, Leslie was found innocent of murder charges, because the incriminating evidence wasn't produced. Stephenson told the jury it was "a simple, uncomplicated case" - after she again claimed she shot Hammond in self-defense. However, on the night of the acquittal, Leslie suffered a fateful retribution in the conclusion, when she was knifed in the dark by Mrs. Hammond. According to the Hays Code, she had to pay and be punished for her indiscretion.

The Long Voyage Home (1940), 105 minutes, D: John Ford
Adapted from four short, one-act plays by Eugene O'Neill that were condensed into one screenplay. This was Ford's first war film - and first WWII film (he later directed They Were Expendable (1945)). Set in pre-World War II year of 1939. In a series of vignettes, the gripping film took a look at the lives and loves, hopes, dreams, and comradeship of working-class Merchant Marine seamen. Their British freighter, the S.S. Glencairn, was transporting dynamite in a dangerous mission-convoy from America to England, and was threatened by bad weather at sea, German U-boats and strafing plane attacks, the death of beloved crew member Yank (Ward Bond), and suspicions of treason against Smitty (Ian Hunter), one of the sailors. With effective performances by John Wayne as young Swedish sailor and farm-boy Ole Olsen returning home to his mother's farm-home, and Thomas Mitchell as fellow seamate Aloysius Driscoll. Included atmospheric, high-contrast, black and white cinematography by the famous Gregg Toland. An epilogue ended the film: "So men like Ole come and go, and the Driscolls live and die, and the Yanks and Smittys leave their memories - but for the others the Long Voyage never ends."

The Mark of Zorro (1940), 93 minutes, D: Rouben Mamoulian
Director Mamoulian's very popular, major B/W swashbuckling adventure story from 20th Century Fox was a remake of the silent costume-drama classic The Mark of Zorro (1920) with Douglas Fairbanks, Sr. It capitalized on the adventure tale craze perpetuated by other very popular Fairbanks' swashbucklers in the 1920s, including The Three Musketeers (1921), Robin Hood (1922), Don Q, Son of Zorro (1925), The Black Pirate (1926), and The Iron Mask (1929). Around the time of the success of The Adventures of Robin Hood (1938), there were also two routine, low-budget Republic Pictures serials: the 12-part Zorro Rides Again (1937) and Zorro's Fighting Legion (1939). Later, the Zorro tale became a 1957-1959 TV series (by Walt Disney) starring Guy Williams as Don Diego, and it was also remade as The Mask of Zorro (1998) and the follow-up The Legend of Zorro (2005), both with Antonio Banderas and Catherine Zeta-Jones. In this film's plot, cavalry officer Don Diego Vega (Tyrone Power), the son of an early 19th century S. California wealthy aristocrat Don Alejandro Vega (Montagu Love), returned home to Alta, California after a military academy education in Madrid, Spain (where he had been dubbed the "California cockerel" for his horsemanship and swordsman skills). He found that power had been usurped from his ex-Alcade father by corrupt oppressors led by the new Alcade, Don Luis Quintero (J. Edward Bromberg) and his tax-collecting henchman led by the lethal and evil Capt. Esteban Pasquale (Basil Rathbone). By day, nobleman-aristocrat Diego adopted the persona of a carefree, harmless, effeminate and foppish-looking fool or dandy (with a snuff box and lacy handkerchief), but at night he became a saving "Robin Hood" and/or "Scarlet Pimpernel" figure. He donned a black outfit, a mask and a sword, and as an outlaw, he rode on his black horse Tornado to avenge the tyrants, and to carve the letter Z into many surfaces to signify his name: Zorro. On the side, Diego flirted in response to the advances of Quintero's greedy wife Inez (Gale Sondergaard), causing some resentment by Pasquale who was also interested in her. Zorro's real love interest was provided by Quintero's pretty niece Lolita (Linda Darnell), who had prayed to the Virgin Mary for a handsome suitor: "Blessed Mother, send someone to take me from this dreary place. Someone I can love and respect. Let him be kind and brave. And... handsome, please, dear Mother." Her wish was fulfilled with Diego (as Zorro), although at first he was forced to cover his face and disguise himself as a monk. She became very distraught when she interacted with Diego as a "popinjay" and was forced to be bethrothed to him by her tyrannical uncle. As the film concluded, the cowardly-appearing Diego accepted Pasquale's taunting offer of a sword-duel, and they engaged in one of the best dueling scenes in cinematic history. As the swordplay climaxed, Diego pierced Pasquale with his sword, and as he fell, he dislodged a picture hung on the wall, revealing a carved "Z" - and his identity as Zorro. In the end after escaping from imprisonment, Zorro was able to rally the poor peasants, overthrow the cruel regime, marry Lolita, and reinstate Zorro's father as governor or Alcalde (leader of the community).

The Mortal Storm (1940), 100 minutes, D: Frank Borzage
A propagandistic MGM melodrama that was a flop at the box-office. It was based upon Phyllis Bottome's best-selling, pre-war 1938 novel, about ideological differences dividing up a family. The strong anti-fascist and anti-Semite message of the anti-Nazi film (one of the first Hollywood films of its kind, released a few months before Chaplin’s The Great Dictator (1940)) caused it to be banned by the Aryan supremacist Nazis in Germany, led by Hitler's propaganda minister Joseph Goebbels. It told about the Roth family living idyllically and peacefully in the early 1930s in a small fictional Alpine village in Southern Germany - and the repercussions after Adolf Hitler came to power as Chancellor in the Third Reich in 1933 and Nazism slowly pervaded the country. The family was led by outspoken, respected, "non-Aryan" (or Jewish) 60 year-old teacher of biology Viktor Roth (Frank Morgan) at a Bavarian educational institution. Pretty daughter Freya Roth (Margaret Sullavan) was courted by young fascist Fritz Marberg (Robert Young), one of her father's students, but then rejected him in favor of more sensitive rival Martin Brietner (James Stewart), a long-time family friend, and Roth's protege as a pacifist veterinary student. Two Roth stepsons, Otto (Robert Stack) and Erich (William T. Orr), both supported the rise of Hitler and the Hitler Youth Organization, causing more friction and a rift in the family. When Professor Roth opposed the Nazi doctrines about racial segregation and a master race of Aryans, he was removed from his position, arrested and sent to a hard labor concentration camp, where he died under mysterious circumstances. In the grim conclusion, Martin aided Freya in an attempt to escape from Germany by crossing the border into Austria - by skiing through a mountainous snowy pass, where they were spotted by a Nazi platoon patrol led by Fritz. Although they were able to cross the border successfully, Freya was mortally wounded and died in Martin's arms.

My Favorite Wife (1940), 88 minutes, D: Garson Kanin
Director Kanin's classic marital screwball comedy featured the tagline: "The funniest, fastest honeymoon ever screened!" It had all the characteristics of screwball comedy - fast paced dialogue, absurd and wacky circumstances, and some slapstick. It was an attempt to repeat the success of director Leo McCarey's The Awful Truth (1937) (featuring the same two stars and producer McCarey). It was the second of three films which paired Cary Grant and Irene Dunne, followed by Penny Serenade (1941). It was to be remade as Something's Gotta Give (1962) with Marilyn Monroe (who died before completion), and officially remade as Move Over, Darling (1963) with Doris Day and James Garner. In the opening court scene, Judge Bryson (Granville Bates) declared that young 'widowed' attorney Nick Arden's (Cary Grant) wife of seven years, Ellen Wagstaff Arden (Irene Dunne), was presumed lost and declared legally dead after a seven year absence (and presumed drowned in the South Pacific Ocean during a typhoon). Immediately, Nick was allowed to remarry bride Bianca Bates (Gail Patrick). Suddenly and to everyone's surprise, Ellen reappeared at her home after seven years, where she spoke to her two young children who didn't know her, Tim (Scott Beckett) and Chinch (Mary Lou Harrington), and Nick's mother Ma (Ann Shoemaker). She learned it was the day of her husband Nick's remarriage to Bianca and their honeymoon night, spent at Yosemite Park lodge. As he entered an elevator in the lodge, Nick caught a surprise glimpse of his first wife Ellen in the lobby (tracking him down), supposedly legally dead - however, she had been rescued by a Portuguese freighter, and was trying to locate him (at the same locale where they had honeymooned seven years earlier). In a series of funny circumstances at the hotel, Nick tried to keep Ellen a secret from his second wife, by ordering a second room, Suite 'A' for her. After the honeymoon ended, Nick was having trouble telling the truth to Bianca ("My wife's come back"), and Ellen tormented and humiliated Nick and Bianca by pretending to be a Southern-accented, obnoxious visiting friend of the family. Soon, Nick became jealous when he learned that Ellen had not been alone on the desert island. She had been marooned with another survivor, handsome young scientist Stephen Burkett (Randolph Scott), who was discovered to be a virile, health-nut and athletic diver and pool swimmer at the posh Pacific Club. Nick was stunned - what was he to do, and what about the other man who may have compromised her? Ellen unsuccessfully tried to fool Nick by recruiting a mousy, bald-headed shoe salesman (Chester Clute) to claim that he was her "Adam" character while they were on the island. In the same courtroom from earlier, the Judge annulled Nick's second marriage, and Bianca punched Nick in the face. Although Ellen kept denying any fidelity, Nick kept believing that she had been unfaithful. In their mountain cabin, Ellen told her still non-committal husband Nick, who was sleeping in a separate bed, to think things over by taking a sixty-day cruise and coming back around Christmas-time. In the final scene in the cabin, Nick thought of a number of strategies to reconcile himself with Ellen. He returned dressed up as Santa Claus to join her in her bedroom rather than sleep separately in the attic, and pulled down his fake beard to wish her a "Merry Christmas!"

My Little Chickadee (1940), 83 minutes, D: Edward Cline
Edward Cline's western comedy marked the only film pairing both W.C. Fields and Mae West. It was filmed with the backdrop of the 1880s American West, and opened with Chicago singer Flower Belle Lee (Mae West) journeying westward to see her relatives in the town of Little Bend - her Aunt Lou (Ruth Donnelly) and Uncle John (Willard Robertson). During her stagecoach ride, a gold shipment was held up by a Zorro-like "Masked Bandit", and Flower Belle was abducted on horseback. She later had a nocturnal rendezvous with her kidnapper - and continued to romance him. As a result, Flower Belle was expelled from Little Bend by a judge (Addison Richards) for her indifference, sauciness and her illicit relationship. She was told she could return only if she was "respectable and married." On the train to Greasewood City, she met con-man Cuthbert J. Twillie (W. C. Fields). During an Indian attack on the train - with arrows whizzing by Flower Belle, she fired back with two six-shooters. Afterwards, believing he was rich after eyeing his bag full of money (it only contained phony oil-well coupons), Flower Belle accepted Twillie's proposal of marriage - with a roll of her eyes: "I'll take you, and how." They were married aboard the train in a phony sham ceremony officiated by one of the passengers Amos Budge (Donald Meek). In Greasewood City, Flower Belle insisted that they have separate rooms when they checked into the hotel. Due to his boasting and bravado, Twillie was made Sheriff by the corrupt town boss and saloon owner Jeff Badger (Joseph Calleia), who was competing for Flower Belle's love and knew that previous Sheriffs had suffered a high mortality rate. Flower Belle became the town's schoolteacher for a rowdy class of schoolboys. Twillie was frustrated in continued attempts to 'consummate' his marriage to Flower Belle, and once found himself making love to a goat in their bed. When Twillie was accused of being the Masked Bandit (a disguise he used to trick her and get into her boudoir) after an unfamiliar kiss with Flower Belle gave him away, he was strung up by a lynch mob and delivered his last wish: ("I'd like to see Paris before I die. Philadelphia will do"). When Flower Belle went to Badger to help rescue Twillie from death, she kissed him and realized he was the true Masked Bandit ("That man's kiss is like a signature"); Twillie was saved from hanging by Flower Belle's intervention (she shot at the noose-rope). It was also revealed to the townsfolk that Badger was the Masked Bandit, and Twillie was released. At the conclusion, Flower Belle told other possible suitors: "Any time you got nothin' to do and lots of time to do it, come up." Both of the main stars exchanged trademarked quips. Twillie delivered his last line to Flower Belle as he left town to go East to attend to his "hair" oil wells: "If you get up around the Grampian Hills, you must come up and see me sometime" (Mae West's signature line). She responded: "Aw, yeah, yeah, I'll do that, my little chickadee" (W.C. Fields' catchphrase). In the camera's last image -- as Flower Belle sashayed her bottom to ascend the stairs, the words "THE END" were super-imposed on her rear end.

Our Town (1940), 90 minutes, D: Sam Wood
An innovative film presentation of Thornton Wilder's 1938 Pulitzer Prize-winning play, a much-loved classic, dramatic story of human life, love, tragedy and conflict, set in the simple, small New England town of Grover's Corners, New Hampshire. The story was told in three sequences depicting the years before WWI (1901, 1904, and 1913). With a great musical score by composer Aaron Copland, and production design by William Cameron Menzies. In contrast to the play that was performed without scenery and only a few props, the film included realistic scenery. The film was given down-home commentary by the omniscient Narrator or Stage Manager, drugstore owner Mr. Morgan (Frank Craven), who profiled the lives of the town's residents. It centered around young teenaged Emily Webb (Martha Scott), the hard-working daughter of the town's newspaper editor Mr. Webb (Guy Kibbee), who fell in love with high-school student George Gibbs (William Holden), son of the local doctor, Dr. Gibbs (Thomas Mitchell). They courted each other over a period of time and eventually married , but she was lost during childbirth for her second child. In a ghostly afterlife existence, Emily was given special permission to go back and re-live just one day of her life - the day of her 16th birthday (her 12th birthday in the play), and learned how little the quiet, everyday, fleeting moments of life were precious - and under-appreciated. In the twist ending epilogue (a severe modification from the play's original downbeat ending), Emily woke up from the temporary coma resulting from childbirth - and realized the film's third episode was just a dream.

The Philadelphia Story (1940), 112 minutes, D: George Cukor
A classic romantic comedy, a witty adaptation of Phillip Barry's Broadway hit. Hepburn financed the play (with financial help from Howard Hughes) that she starred in (with Joseph Cotten and Van Heflin) in 1939-1940, then picked the director, screenwriter, and other co-stars for the movie. Remade as a musical, High Society (1956) with Grace Kelly, Frank Sinatra and Bing Crosby. Set among the upper class society in Philadelphia, a spoiled, wealthy heiress, Tracy Lord (Katharine Hepburn) was about to be married to a stuffy executive, millionaire George Kittredge (John Howard). She divorced her dashing first husband C. K. Dexter Haven (Cary Grant) because he drank excessively and was irresponsible. He still loved her and showed up in attendance. So did Spy Magazine's tabloid reporter Macauley "Mike" Connor (Best Actor-winning James Stewart) and a photographer. Dexter was there to prevent them from publishing a scandalous expose about the womanizing reputation of Tracy's father Seth (John Halliday), his ex-in-law. Things got complicated when the inquisitive, cynical Connor fell in love with Tracy and taught her what love was.

Pinocchio (1940), 87 minutes, D: Ben Sharpsteen and Hamilton Luske and Disney
Walt Disney's second full-length animated feature film, a brilliant classic based on the story by Collodi, was a masterful, animated achievement. Released the same year as Disney's Fantasia (1940). The tale was told by a chirpy cricket named Jiminy Cricket (voice of Cliff Edwards), who served as the narrator and guiding conscience of the story. The plot was about a lonely, poor, toy shop woodcutter Geppetto (voice of Christian Rub) who created an inquisitive marionette wooden boy named Pinocchio (voice of Dick Jones). His wish that Pinocchio would become a real boy (earlier, Jiminy had sung Oscar-winning Best Song "When You Wish Upon a Star") was made true by a blue fairy, although the boy was still made of wood. If he proved himself to be brave and unselfish (challenged by life's coming-of-age dangers), he would be changed into a real flesh-and-blood boy. Pinocchio quickly ran afoul by associating with bad company, including the unforgettable characters of two devious crooks (J. Worthington Foulfellow (a fox) and a cat), the evil stage showman/puppet master Stromboli, and influential juvenile delinquent Lampwick on Pleasure Island where temptations were everywhere. With some truly frightening sequences, including Lampwick's transformation into a donkey, and scary Monstro the whale.

Pride and Prejudice (1940), 117 minutes, D: Robert Z. Leonard
Adapted from Jane Austen's novel, with a screenplay partially written by author Aldous Huxley. This MGM film was a dramatic, witty comedy of manners and morals. Remade many times, especially Joe Wright's Pride & Prejudice (2005) with Keira Knightley and Matthew Macfadyen. Early 19th century English (pre-Victorian) parents, the Bennets (Edmund Gwenn and Mary Boland) were looking to marry off their five eligible daughters - opinionated Elizabeth (Greer Garson), lovely and gentle Jane (Maureen O'Sullivan), Lydia (Ann Rutherford), Kitty (Heather Angel), and Mary (Marsha Hunt). Fortunes looked favorable when some eligible young men stayed at a neighboring country house. Each girl had her own peculiarities - flirtatious, silly, serious, bookish, plain, lovely, and gentle. A difficult, contrary romance developed between arrogant but handsome Mr. Darcy (Laurence Olivier) and the overly spirited, and independent Miss Elizabeth. At first, she rejected him for his prideful nature, then changed her mind and admitted her own pride hindered their relationship.

Rebecca (1940), 130 minutes, D: Alfred Hitchcock
Adapted from British writer Daphne du Maurier's 1938 novel of gothic romance and mystery, a compelling and intriguing romance-mystery with intense psychological suspense. This was Alfred Hitchcock's debut American film - a winning Best Picture. Following a rapid courtship, a shy, naive young woman became the second Mrs. de Winter (Joan Fontaine) by marrying a dashing, but brooding British nobleman 'Maxim' de Winter (Laurence Olivier). The new wife was taken to live at his huge Manderley mansion-estate, where she was haunted by the memory and shadow of her husband's beautiful first wife, Rebecca, who died under mysterious circumstances. The icy-cold, creepy housekeeper Mrs. Danvers (Judith Anderson) taunted and frightened her, as did the other servants, while she heard about how adored the dead woman remained. The untold secrets of the past were slowly unraveled, when the remnants of Rebecca's intentionally-sunken boat wash ashore, and Mr. de Winter confessed that Rebecca tormented him. The ending revealed important findings: (1) Rebecca was not pregnant with another man's child, but terminally ill with cancer, (2) Rebecca intended to goad Maxim into killing her, (3) When Maxim wouldn't kill her as she wished, she planned to commit suicide, but fell and hit her head on some boat tackle in the beach house. (4) Maxim covered up her accidental death by putting her in a boat and deliberately sinking it. The second Mrs. de Winter was finally free from her fear and uneasiness when Mrs. Danvers suicidally burned down the estate - and consumed (literally) the haunting memories of the past.

Santa Fe Trail (1940), 110 minutes, D: Michael Curtiz
An action-filled, but historically-inaccurate adventure tale from WB Studios, a misnamed Western. This was the seventh of nine movies co-starring the romantic coupling of Olivia de Havilland and Errol Flynn. The film followed the military life of the future great Confederate general, Virginian Jeb Stuart (Errol Flynn). He began his military career as a West Point student, where he had a strong friendship with George Armstrong Custer (Ronald Reagan) (completely inaccurate historically), and other future military leaders. There, a rival cadet Rader (Van Heflin), who supported fanatical abolitionist activities, was dismissed for agitation - their paths would cross again later. Cavalry officer Jeb was assigned to a Kansas post (Ft. Leavenworth) with other Point graduates, to keep the peace (due to a war over whether Kansas would be slave or free) and quell any uprisings. On the train to Kansas, Stuart met and began a romance with 'Kit Carson' Holliday (Olivia de Havilland), whom he would eventually marry. The film ended with Stuart capturing fanatical abolitionist John Brown (Raymond Massey) at Harper's Ferry arsenal at the Maryland-Virginia border, leading to lunatic agitator's hanging.

The Sea Hawk (1940), 109 minutes, D: Michael Curtiz
An exciting and spirited swashbuckler (with great swordplay and sea battles), one of the best of its kind, adapted from the 1915 novel by Rafael Sabatini. [Note: Sabatini was also the author of the 1921 novel Scaramouche which was made into an MGM film in 1952 with Stewart Granger).] With a tremendous score by Erich Wolfgang Korngold. This film reprisal solidified the image of star Errol Flynn as a dashing action character (after his appearance in Michael Curtiz' earlier film Captain Blood (1935), also from another Sabatini novel written in 1922). Set in the 16th century, Queen Elizabeth I of England (Flora Robson) suspected that Spanish King Phillip II (Montagu Love) and his crafty ambassador Don José Alvarez de Cordoba (Claude Rains) were planning to spread their influence over the continent. The Spaniards were getting ready to launch a naval attack with their armada against England. The Queen secretly commissioned swashbuckling privateer, British sea captain Geoffrey Thorpe (Errol Flynn), "the Sea Hawk," to raid Spanish settlements and ships. While threatening the Spanish, the beautiful daughter of the ambassador Doña Maria (Brenda Marshall) fell in love with buccaneer pirate Thorpe. He and his crew were ambushed and imprisoned by Spanish forces. With Maria's aid, he escaped slavery aboard a Spanish galleon slave ship, and helped alert the Queen to the impending Armada attack.

The Shop Around the Corner (1940), 97 minutes, D: Ernst Lubitsch
A brilliant and charming romantic comedy about everyday people in a "shop around the corner," with all the right elements (the common plot of deception and mistaken identities in a love-hate relationship) to create the right "Lubitsch touch." Remade as a musical, In the Good Old Summertime (1949) with Judy Garland and Van Johnson, as the 1963 Broadway play She Loves Me that was also a BBC-TV movie in 1979, and as the updated You've Got Mail (1998) with Tom Hanks and Meg Ryan. The head sales clerk of a Budapest notions/gift shop, Matuschek and Company (owned by autocrat Hugo Matuschek (Frank Morgan) and Pirovitch (Felix Bressart)), was bookish bachelor Alfred Kralik (James Stewart), who worked along side newly-hired shopgirl Klara Novak (Margaret Sullavan). The two clerks mutually disliked each other and bickered constantly. The two hostile sales-persons were unaware that they had become each other's anonymous pen pals writing each other very literate correspondence. On paper, they were romantically compatible, and corresponded with affectionate "lonely-hearts" letters. On the same night that the two pen pals agreed to meet at a cafe, Alfred was fired by his employer Matuschek when wrongly suspected of having an affair with his wife. [Note: The real culprit was later determined to be Vadas (Joseph Schildkraut).] Alfred sought solace with his pen-pal sweetheart, in a memorable sequence, but didn't reveal his identity as her pen-pal, stringing her along. Soon after, Alfred was rehired, given a raise, and promoted to manager - infuriating Klara. She was upset that her pen pal hadn't kept his appointment, and that she must now work under Alfred. In the inevitable happy conclusion set on Christmas Eve, Alfred finally revealed his identity to Klara when the two were left alone in the shop after a busy and profitable day. He mentioned "Box 237," tipping her off to the fact that he was her "dear friend" and correspondent. .

The Thief of Bagdad (1940, UK), 106 minutes, D: Ludwig Berger, Michael Powell and Tim Whelan, produced by Alexander Korda
Subtitled: An Arabian Fantasy. A remake of the magical 1924 silent film, and remade as The Thief of Bagdad (1961, It.) with Steve Reeves. Disney’s animated Aladdin (1992) heavily borrowed from this version. One of the best, most enchanting fantasies ever made - with an Arabian Nights theme, including spectacular special effects (a mechanical horse, a huge spider, an All-Seeing Eye (ruby jewel), the 6-armed Silver Maid statue, etc.), amazing Technicolor photography, a memorable musical score, and wonderful performances. The film's story began, in flashback, told by an elderly and deposed blind King Ahmad (John Justin) of the city of Bagdad, now a beggar. He explained how he was tricked out of his kingdom by an oppressive, evil magician-sorcerer named Jaffar (Conrad Veidt), his treacherous Grand Vizier. A mischievous young urchin named Abu (Sabu), who was thrown in a dungeon for theft, helped the good-hearted, prince Ahmad escape. In the city of Basra, he fell in love (at first sight) with the sultan's daughter, the Princess (June Duprez). Unfortunately, the two were captured - Ahmad was blinded, while Abu was magically turned into Ahmad's seeing-eye dog by a black magician. The two were promised they would be restored if they rescued the Princess. In the end, they save Ahmad's kingdom and throne and his love. Abu and Ahmad were helped by a giant yet jovial genie Djinni (Rex Ingram) who emerged in black smoke from a bottle, and a magical flying carpet.

Waterloo Bridge (1940), 109 minutes, D: Mervyn LeRoy
A classic, sentimental, romantic tearjerker, Vivien Leigh's first film following her success in Gone With The Wind (1939). Middle-aged British colonel Roy Cronin (Robert Taylor) paced on the famous Waterloo Bridge in the city of London during World War II, and in flashback, remembered when he was a handsome Army Captain ready to depart for the trenches in World War I. He fell in love with naive young ballerina Myra Lester (Vivien Leigh), but was called off to war and their plans to wed were postponed. Bidding him farewell at the Waterloo train station, she abandoned her dance performance and was fired from the ballet company. Desperate, Myra soon descended into poverty, became destitute, and turned to prostitution, walking the Waterloo Bridge for clients. She falsely learned that Roy had been killed in the war, but in a memorable scene, accidentally mt him when he returned, while she was soliciting business from returning soldiers. During their reunion, Myra didn't reveal her occupation to him. They renewed their romance and lives, but she became distraught and suicidal, feeling degraded by her indiscretions and deception, and fearing that her secrets would resurface and prevent them from marrying. In the downbeat conclusion, Myra walked in front of a truck.

The Westerner (1940), 100 minutes, D: William Wyler
An entertaining western saga, with Walter Brennan (who won a record-setting third Academy Award for his supporting role) and Gary Cooper. The story was told in the era of vicious range wars between cattlemen and homesteaders in the post-Civil War period. Included an impressive Gregg Toland-filmed prairie fire sequence. Drifter cowboy and saddle tramp Cole Hardin (Gary Cooper), on his way through Texas to California, rode into a town (named Langtry) run by notorious, self-appointed, despotic hanging Judge Roy Bean (Walter Brennan), who called himself "the Law west of the Pecos." Hardin was falsely accused of stealing a horse after buying a horse from a horse thief and was taken before the infamous justice of the peace for a mock trial, and sentenced to hang. He talked his way out of being hanged by convincing the judge of his friendship with the judge's obsessive idol, English stage star Lily Langtry (Lilian Bond). Later, he gave the judge a lock of her hair, convincing him it was real. Hardin ended up defending homesteaders on the opposite side from the judge in a bloody and violent range war and land dispute. In the final showdown scene, Hardin confronted the judge in a gas-lit opera theatre in Ft. Davis, Texas with guns drawn before a Langtry performance.

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