The Magnificent Ambersons is a 1942 American period drama, the second feature film produced and directed by Orson Welles. Welles adapted Booth Tarkington's Pulitzer Prize-winning 1918 novel, about the declining fortunes of a proud Midwestern family and the social changes brought by the automobile age. The film stars Joseph Cotten, Dolores Costello, Anne Baxter, Tim Holt, Agnes Moorehead and Ray Collins, with Welles providing the narration.

Welles lost control of the editing of The Magnificent Ambersons to RKO, and the final version released to audiences differed significantly from his rough cut of the film. More than an hour of footage was cut by the studio, which also shot and substituted a happier ending. Although Welles's extensive notes for how he wished the film to be cut have survived, the excised footage was destroyed. Composer Bernard Herrmann insisted his credit be removed when, like the film itself, his score was heavily edited by the studio.

Even in the released version, The Magnificent Ambersons is often regarded as among the best U.S. films ever made, a distinction it shares with Welles's first film, Citizen Kane.^[2][3] The film was nominated for four Academy Awards, including Best Picture, and it was added to the National Film Registry of the Library of Congress in 1991.

George Minafer (Tim Holt), on break from college, returns to his home in Indianapolis. His mother Isabel (Dolores Costello) and Major Amberson (Richard Bennett), his grandfather, hold a reception in his honor. Among the guests are the widowed Eugene Morgan (Joseph Cotten), a prosperous automobile manufacturer who has just returned to town after a 20-year absence, and his daughter Lucy (Anne Baxter). George instantly takes to the beautiful and charming Lucy but takes as quick a dislike to Eugene.

George's father Wilbur (Donald Dillaway) dies. As Eugene's automobile plant prospers, the industrialist builds a mansion to rival the magnificence of that of Major Amberson (where his daughter and George also live). During a dinner party, George tells Eugene that he thinks "automobiles are a useless nuisance, which had no business being invented." The other family members are taken aback by his rudeness, but Eugene says that George may turn out to be right, since he knows that automobiles are going to drastically alter human civilization, for better or worse.

During the evening George learns from his uncle Jack (Ray Collins) and his aunt Fanny (Agnes Moorehead) that Isabel and Eugene were an item and is enraged when Fanny implies that Isabel always loved Eugene even during her life with Wilbur and that people in town are still gossiping about this.

Eugene courts Isabel and decides to ask her to marry him. Sensing the developing intensity of their relationship, George takes control and rebuffs a planned visit from Eugene at the door of the Amberson mansion. Isabel's love for her son overrides her love for Eugene, so she complies with George's demands, although she knows that he is trying to separate her from Eugene. George takes Isabel on a world tour, ostensibly to get away from the "scandalous" talk in the town of her love for Eugene before her Wilbur's death, but also to remove her from the possibility of a relationship with him. Before leaving for Europe, George tries learning what Lucy is feeling, but she feigns cheerful insouciance, concealing her pain.

George and Isabel travel and live in Europe for a while. After she becomes ill, they return to the US, where George acts as gatekeeper for the dying Isabel. Eugene comes to the house to visit, but George refuses to let him see Isabel, who is on her deathbed.

Shortly after Isabel's death, the Major Amberson, who is grief-stricken, dies, leaving nothing of his estate to his descendants, and George and the other family members must fend for themselves financially. Lucy does not reconcile with George. She tells Eugene a story about a North American chieftain who was "pushed out on a canoe into the sea" when he became too obnoxious and overbearing (used as an analogy for George).

As the entire family's fortune has been depleted, George decides to give up his job at a law firm and go to work in a factory which pays more. He helps care for Fanny, who has descended into psychosis. The film ends with George wandering around a polluted city, confused and disoriented by the industrial society that has developed around him.

Additional ending scenes (without Welles's consent) show George getting injured in an automobile accident, and Eugene reconciling with him at the hospital.

Main Cast

• Joseph Cotten as Eugene Morgan
• Dolores Costello as Isabel Amberson Minafer
• Anne Baxter as Lucy Morgan
• Tim Holt as George Amberson Minafer
• Agnes Moorehead as Aunt Fanny Minafer
• Ray Collins as Uncle Jack Amberson
• Erskine Sanford as Roger Bronson
• Donald Dillaway as Wilbur Minafer
• Richard Bennett as Major Amberson
• Orson Welles as The Narrator

Supporting Cast

• J. Louis Johnson as Sam the Butler
• Charles Phipps as Uncle John Minafer
• Dorothy Vaughn as Mrs. Johnson
• Ann O'Neal as Mrs. Foster
• Elmer Jerome as one of the townspeople outside the Amberson Mansion
• Maynard Holmes as one of the townspeople outside the Amberson Mansion
• Edwin August as one of the townspeople outside the Amberson Mansion
• Jack Baxley as one of the townspeople outside the Amberson Mansion
• Harry Humphrey as one of the townspeople outside the Amberson Mansion
• Jack Santoro as the barber
• Bobby Cooper as young George
• Gus Schilling as the Drugstore clerk^[4]

Booth Tarkington's novel was adapted as a film in 1925 by Vitagraph Pictures, starring Cullen Landis, Alice Calhoun and Allan Forrest,^[5] and directed by David Smith.^[6]

Welles first adapted the novel for a radio drama, performed October 29, 1939, by his Mercury Players on The Campbell Playhouse. Ray Collins was the only actor from that production to appear in the film.

The Magnificent Ambersons was in production October 28, 1941 – January 22, 1942, at RKO's Gower Street studios in Los Angeles. The set for the Amberson mansion was constructed like a real house, but it had walls that could be rolled back, raised or lowered to allow the camera to appear to pass through them in a continuous take.^[5] RKO later used many of the film's sets for its low-budget films, including a series of horror films produced by Val Lewton.

Location shooting took place at various places around the Los Angeles area, including Big Bear Lake, the San Bernardino National Forest and East Los Angeles. Snow scenes were shot in the Union Ice Company ice house in downtown L.A.^[5][7][8] The film was made on a budget of $853,950 but this went over during the shoot and ultimately exceeded $1 million.^[9]

The original rough cut of the film was approximately 135 minutes in length. Welles felt that the film needed to be shortened and, after receiving a mixed response from a March 17 preview audience in Pomona, film editor Robert Wise removed several minutes from it.^[10] The film was previewed again, but the audience's response did not improve.

Because Welles had conceded his original contractual right to the final cut (in a negotiation with RKO over a film which he was obliged to direct but never did), RKO took over editing once Welles had delivered a first cut. RKO deleted more than 40 additional minutes and reshot the ending in late April and early May, in changes directed by assistant director Fred Fleck, Robert Wise, and Jack Moss, the business manager of Welles's Mercury Theatre. The retakes replaced Welles's original ending with a happier one that broke significantly with the film's elegiac tone. The reshot ending is the same as in the novel.

Welles did not approve of the cuts, but because he was simultaneously working in Brazil on another project for RKO – Nelson Rockefeller had personally asked him to make a film in Latin America as part of the wartime Good Neighbor Policy^[11] – his attempts to protect his version ultimately failed. Details of Welles's conflict over the editing are included in the 1993 documentary about the Brazilian film It's All True.^[5]

The negatives for the excised portions of The Magnificent Ambersons were later destroyed in order to free vault space.^[12] A print of the rough cut was sent to Welles in Brazil, but it has yet to be found and is generally considered to be lost, along with the prints from the previews. Robert Wise maintained that the original was not better than the edited version.^[12]

The film features what could be considered an inside joke: news of the increase in automobile accidents is featured prominently on the front page of the Indianapolis Daily Inquirer, part of the fictional chain of newspapers owned by mogul Charles Foster Kane in Citizen Kane. Also appearing on the front page is the column, "Stage News", by the fictional writer Jed Leland, with a photo of Joseph Cotten, who portrayed Leland in the earlier film.

More than 40 minutes of Welles's original footage was deleted, with portions reshot. Welles later said, "They destroyed 'Ambersons,' and 'it' destroyed me."

Among the material deleted:

1. As Morgan went to court Isabel, he waved hello to some townspeople.
2. Welles's two favorite scenes of the film were the ball sequence and the boarding house finale. When the film was reedited, the ball sequence was severely reduced, and the finale was removed. Welles said that the ball sequence, in its original form, was the greatest technical achievement of the film. It consisted of a long take. It had a continuous, carefully choreographed crane shot that traveled up the three floors of the mansion to the ballroom on the top floor. Various characters conversed and moved in and out of the frame as the camera wove around them. To pick up the pace, editors removed the middle section of the shot.
3. In the ball scene, George mentions to Lucy that he saw some people who were in a club he was in many years ago. He also mentions that he was the president of this club. A film passage showed the past references unfolding. George joined the Friends of the Ace (the local secret society). He insisted on being president of the society and threatened to take away their clubroom if not elected - he became president.
4. The 'kitchen scene', where George and Jack tease Fanny until she runs away crying, was the beginning of a longer scene. George spots his grandfather's new construction through the window. He runs out into the rain and shouts his outrage over the roar of the storm. At the Pomona preview, audiences screamed with laughter during this dramatic scene.
5. The first of two porch scenes, a long take that lasted six minutes without a cut. It showed Isabel and Fanny chatting about their changing town while George sits lost in his own thoughts. Isabel goes inside, and Fanny worries aloud to George that Isabel is being too hasty to finish mourning her late husband Wilbur. After his aunt Fanny leaves, George fantasizes about Lucy's begging his forgiveness. He next imagines her socializing with other men without thinking of him at all.
6. The second porch scene, also a long take, lasting three minutes. Fanny and Major Amberson discussed his financial problems. The two decided to invest in a headlight company. It is this investment that later ruins them. This was Richard Bennett's (the Major) longest scene in the film.
7. After George and Jack argued about Morgan and Isabel, there was an additional scene. George is furious and tries to avoid his mother Isabel by going into the ballroom. When she follows, George stands still with his back to her. She tries to wish him goodnight, not knowing that he is upset with her, but he is quiet and utters only a few words.
8. Isabel and George discuss her relationship with Morgan in her bedroom. The version that appears in the released film is not that of Welles. In the original version, George was more vicious when he condemned Morgan.
9. Isabel writes a letter to George, asking for his forgiveness for the suffering she has caused him over Eugene. She reassures him that she will no longer see Eugene. She slips the letter under his door.
10. After talking with George, Lucy went into a nearby shop and fainted in front of the clerk. Later the clerk visited a pool hall and told his friends about the pretty young woman fainting in his shop that day.
11. When Isabel is dying, Eugene Morgan arrives to see her. In Welles's version, Fanny whispers to George that Eugene has arrived. George tells her to get rid of him, motivated by anger and spite. Fanny, alone (and in a harsh manner), tells Eugene to leave. In the altered cut, Jack, George and Fanny all tell Morgan he should leave, with suggestions they are thinking of Isabel's comfort.
12. After the death of his daughter Isabel, Major Amberson has a major scene in which he ponders the origin and meaning of life. In the recut version, after the scene ends, the major is never seen again (he seems to pass away off screen). In the original cut, Major Amberson continues to think aloud, and says, "I wish someone would tell me....." as the film dissolves to the graves of Isabel and her father. Audiences did not like the occurrence of Isabel and the Major's deaths happening in such quick succession.
13. In Agnes Moorehead's signature scene, Aunt Fanny breaks down in front of George in the boiler room. The original scene showed Fanny as extremely distraught and out of control. While this was said to be Moorehead's best scene, the test screening audience laughed as they had at many of her scenes. The scene was reshot with Moorehead playing a more subdued Fanny.
14. After Fanny and George move out of the Amberson mansion, George wanders through town and gets his comeuppance. Cinematographer Stanley Cortez filmed a long tracking shot revealing the empty and decaying mansion. Cortez was extremely proud of this shot, but Welles did not use it in his final cut.

Welles's ending, his favorite scene of the film, was changed radically in the final cut. In the original ending, Morgan goes to visit Fanny in her boarding house. He tells her about his hospital visit with George, and says that they have finally made peace. He also says that he is finally "true at last to his true love (Isabel)". During this sequence, Fanny is inexpressive. Destitute and lonely, she has given up hope that Morgan will ever have romantic interest in her. Throughout, Fanny rocks in a squeaky chair, a corny comedy record plays in the background, and a collection of older women listen in on their conversation. After Morgan says goodbye to Fanny and leaves, the film ends. Joseph Cotten noted that Welles's ending was more Chekhov (the ending was reminiscent of Uncle Vanya) than Tarkington. Audiences were uncomfortable with it and the final scene was reshot. The tacked on "happy ending" shows Morgan and Fanny leaving the hospital after having seen George. Morgan talks about their reconciliation, and when he finishes with "true at last to my true love", Fanny smiles happily and they leave together.

Before the final editing, Welles proposed to the studio that they keep his ending, but have a "cheerful closing credits" sequence to send audiences out happy. This would have included showing an oval picture of a younger Major Amberson (Richard Bennett) in Civil War uniform; an image of Ray Collins sitting on a veranda with the ocean behind him; Agnes Moorehead busily playing cards with friends in the boarding house, and Joseph Cotten looking out a window as Tim Holt and Anne Baxter drive away together waving to him. Similar images would have been shown for Dolores Costello, Erskine Sanford and Don Dillaway.

Like the film itself, Bernard Herrmann's score for The Magnificent Ambersons was heavily edited by RKO. When more than half of his score was removed from the soundtrack, Herrmann bitterly severed his ties with the film and promised legal action if his name were not removed from the credits.^[13]

Portions of Herrmann's score were replaced with music by Roy Webb. The movie also included other music not by Herrmann — for example, an arrangement of the obscure Parisian waltz Toujours ou jamais by Émile Waldteufel.^{[citation needed]}

Herrmann used some of his music that was edited out of the final cut, such as the "Second Nocturne", in his opera Wuthering Heights (1943–51). Coincidentally, Orson Welles was invited to direct the premiere production of the opera in Portland, Oregon in 1982, but he declined.^{[citation needed]}

The Magnificent Ambersons is one of the earliest films in movie history in which nearly all the credits are spoken by an off-screen voice and not shown printed onscreen — a technique used before only by the French director and player Sacha Guitry. The only credits shown onscreen are the RKO logo, "A Mercury Production by Orson Welles", and the film's title, shown at the beginning of the picture. At the end of the film, Welles's voice announces all the main credits. Each actor in the film is shown as Welles announces the name. As he speaks each technical credit, a machine is shown performing that function.^[5]

Welles reads his own credit — "My name is Orson Welles" — over top of an image of a microphone which then recedes into the distance.^[14]

"I got a lot of hell because of that," Welles later said of his verbal sign-off. "People think it's egotistic. The truth is, I was just speaking to a public who knew me from the radio in a way they were used to hearing on our shows. In those days we had an enormous public — in the millions — who heard us every week, so it didn't seem pompous to end a movie in our radio style.^{[15]: 130–131}

In conversations (1969–1975) with Peter Bogdanovich comprised in This is Orson Welles, Welles confirmed that he had planned to reshoot the ending of The Magnificent Ambersons with the principal cast members who were still living:

Yes, I had an outside chance to finish it again just a couple of years ago, but I couldn't swing it. The fellow who was going to buy the film for me disappeared from view. The idea was to take the actors who are still alive now — Cotten, Baxter, Moorehead, Holt — and do quite a new end to the movie, twenty years after. Maybe that way we could have got a new release and a large audience to see it for the first time.

You see, the basic intention was to portray a golden world — almost one of memory — and then show what it turns into. Having set up this dream town of the "good old days," the whole point was to show the automobile wrecking it — not only the family but the town. All this is out. What's left is only the first six reels. Then there's a kind of arbitrary bringing back down the curtain by a series of clumsy, quick devices. The bad, black world was supposed to be too much for people. My whole third act is lost because of all the hysterical tinkering that went on. And it was hysterical. Everybody they could find was cutting it.^[15]: 114

The film recorded a loss of $620,000.^[16]

The film has been very well received by critics. Rotten Tomatoes, the review aggregator, reports that 96% of the critics gave the film a positive review with only one negative. While not as acclaimed as Citizen Kane, it is considered one of Welles's best works. It and Citizen Kane were the only films of Welles to be nominated for Best Picture at the Academy Awards.

A dissenting view came from Manny Farber, reviewing the film in August 1942. While crediting Welles for his drive toward three-dimensional characters and his desire for realism, Farber wrote:

"The movie runs from burdensome through heavy and dull to bad. It stutters and stumbles as Welles submerges Tarkington's story in a mess of radio and stage technique. The radio comes in those stretches of blank screen when the only thing present is Welles's off-screen voice mellifluously setting the period and coyly reminiscing, talking and drooling, while you sit there muttering let's get on. And at the times when something is on the screen and Welles tells you what for.

Theatre-like is the inability to get the actors or story moving, which gives you a desire to push with your hands. There is really no living, moving or seeing to the movie; it is a series of static episodes connected by narration, as though someone sat you down and said "Here!" and gave you some postcards of the 1890's."^[17]

In 1991, The Magnificent Ambersons was selected for preservation in the United States National Film Registry by the Library of Congress as being "culturally, historically, or aesthetically significant". The film was included in Sight and Sound's 1972 list of the top ten greatest films ever made,^[18] and again in 1982's list.^[19]

Wins

• New York Film Critics Circle Awards: NYFCC Award; Best Actress, Agnes Moorehead; 1942.
• National Board of Review: Best Acting, Tim Holt & Agnes Moorehead, 1942

Academy Award Nominations^[20]

• Best Actress in a Supporting Role - Agnes Moorehead
• Best Black-and-White Art Direction-Interior Decoration - Albert S. D'Agostino, A. Roland Fields and Darrell Silvera
• Best Black-and-White Cinematography - Stanley Cortez
• Best Picture - Orson Welles

• 1985 RKO Home Video, VHS (2073), 1985
• 1986 The Voyager Company (The Criterion Collection), Laserdisc, 1986—audio commentary by Robert Carringer^[21]
• 1989 Turner Home Entertainment, VHS, December 27, 1989, colorized version^[22]
• 2011 Warner Home Video, Region 1 DVD, September 13, 2011 (Amazon.com exclusive); January 31, 2012 (general release) ISBN 0-7806-7648-3

A CD of the soundtrack to this film was released in 1990 in the US. The pieces were totally re-recorded.^[23]

All pieces by Bernard Herrmann. Re-recorded by the Australian Philharmonic Orchestra conducted by Tony Bremner.

1. "Theme and Variations/George's Homecoming" (07:18)
2. "Snow Ride" (03:05)
3. "The Door/Death and Youth" (00:56)
4. "Toccata" (01:12)
5. "Pleasure Trip" (01:06)
6. "Prelude" (01:30)
7. "First Nocturne" (04:08)
8. "Garden Scene" (01:14)
9. "Fantasia" (02:11)
10. "Scene Pathetique" (02:19)
11. "Waiting" (01:32)
12. "Ostinato" (01:52)
13. "First Letter Scene" (03:25)
14. "Second Letter Scene/Romanza" (02:12)
15. "Second Nocturne" (03:22)
16. "Departure/Isabel's Death" (01:47)
17. "First Reverie/Second Reverie" (02:40)
18. "The Walk Home" (02:49)
19. "Garden Music" (02:59)
20. "Elegy" (01:23)
21. "End Title" (02:20)

In 2002, The Magnificent Ambersons was made as an A&E Network original film for television, using the Welles screenplay and his editing notes. Directed by Alfonso Arau, the film stars Madeleine Stowe, Bruce Greenwood, Jonathan Rhys Meyers, Gretchen Mol and Jennifer Tilly.^[24] This film does not strictly follow Welles's screenplay. It lacks several scenes included in the 1942 version, and has essentially the same happy ending.

• List of incomplete or partially lost films
• List of films cut over the director's opposition

Wikimedia Commons has media related to The Magnificent Ambersons (1942 film).

Wikiquote has quotations related to The Magnificent Ambersons (film).

• The Magnificent Ambersons at AllMovie
• The Magnificent Ambersons at the AFI Catalog of Feature Films
• The Magnificent Ambersons at IMDb
• The Magnificent Ambersons at Rotten Tomatoes
• The Magnificant Ambersons at the TCM Movie Database
• The Magnificent Ambersons website

Template:Sight and Sound Poll