Becky Sharp (Miriam Hopkins) is a common girl with uncommon ambition. Raised at a posh girl's finishing school, Miss Pinkerton's Academy, the low born Becky seethes with resentment at the advantages enjoyed by her wealthy classmates and her own status as a charity case.

On the day of her departure from the school, with nowhere to go, the willful girl connives a stay with rich beauty Amelia Sedley (Frances Dee) at her family home. Once there, Becky is determined to secure a more advantageous fate for herself, and tries everything in her power to get Amelia's fat, oafish, but rich brother Joseph (Nigel Bruce) to propose to her.

Smitten though he is, Joseph is well aware that marrying a woman of Becky's diminished social status is out of the question. Realizing that her chances for advancement are few, Becky travels to London to work as a governess and there sets her cap for her employer's handsome soldier son Rawdon (Alan Mowbray).

In the tradition of gold digger dramas of the '30s, Becky Sharp (1935) is an often scandalous portrait of a conniving social climber obsessed with rising to the top by whatever means necessary. Loosely modeled on William Makepeace Thackeray's novel Vanity Fair, Becky Sharp was a ground breaking film for its time. The film inaugurated full three-color Technicolor which recreated the complete spectrum of colors, as opposed to the limited palette of "two-strip" Technicolor which preceded it. Becky Sharp was therefore greeted with amazement as a cinematic revolution upon its release.

Russian born-director Rouben Mamoulian took over from Becky Sharp's original director Lowell Sherman when he died suddenly 25 days into production. Mamoulian scrapped all of Sherman's footage and started from scratch.

A consummate film craftsman with a marvelous understanding of the medium, Mamoulian understood immediately the significance of color in his film. And critic Danny Peary noted the director's scrupulous attention to color photography in Becky Sharp, writing "he decided to use color thematically to express character mood, and added more and more color as the film progresses and the plot thickens. Every shot looks color-coordinated."

Mamoulian acknowledged the centrality of color keyed to action as well, as in the film's dramatic high point during a ballroom scene interrupted by the battle of Waterloo. Mamoulian wrote in a 1935 article in Picturegoer magazine, of the dramatic highlight of the drama, "Colour, as you know, is symbolic. It is not an accident that traffic stop lights are red, go lights green. Red means danger, green safety and hope. So in the first few shots of this sequence, the people who run by the camera are dressed in cool colours, starting with black and white and brown. Then we cut to a group in blues and greens, then yellow and orange; and finally, first to dull, then to flaming reds." When it was officially released, Becky Sharp's innovative use of color won the film the color prize at the third Venice Film Festival.

Mamoulian had a knack for creating entertaining films with a sophisticated edge, as in his debut film Applause (1929), a landmark early talkie and backstage musical that casts a harsh light on the supposed glamour of show-biz. Applause was as innovative for its use of sound technology, including Mamoulian's use of mobile and multiple cameras, as the director's Dr. Jekyll and Mr. Hyde (1931) was groundbreaking for its subjective camera and special camera filters. The unique ways in which film could tell a story were of major concern to Mamoulian, who said, "I do believe the cinema is in imagery, not in words."

"All I can tell you is he's one of the warmest, most intelligent and enchanting people" said Miriam Hopkins of Mamoulian, whom the actress also worked with on Dr Jekyll and Mr. Hyde. John Kobal in People Will Talk has described Hopkins as "the blond Southern belle who could chase molasses up a tree. She had an antebellum voice and a cash-and-carry mind." That peculiar and delicious mix of coquettishness and deviousness was advantageously displayed in sophisticated fare like Trouble in Paradise (1932), The Story of Temple Drake (1933) and Dr. Jekyll and Mr. Hyde. And it was that conniving sauciness which also made Hopkins feel perfectly suited for Becky Sharp's tale of a uniquely cunning gold digger.

Director: Rouben Mamoulian
Producer: Kenneth Macgowan
Screenplay: Francis Edward Faragoh based on the play by Langdon Mitchell adapted from the novel Vanity Fair by W.M. Thackeray.
Cinematography: Ray Rennahan
Production Design: Robert Edmond Jones
Music: Roy Webb
Cast: Miriam Hopkins (Becky Sharp), Frances Dee (Amelia Sedley), Cedric Hardwicke (Marquis of Steyne), Billie Burke (Lady Bareacres), Alison Skipworth (Miss Crawley), Nigel Bruce (Joseph Sedley), Alan Mowbray (Rawdon Crawley), Colin Tapley (William Dobbin), G.P. Huntley, Jr. (George Osborne), William Stack (Pitt Crawley).
C-85m.

by Felicia Feaster