The Magnificent Ambersons:

The Film That Made Orson Welles Cry

“In those days they had time for everything. Time for sleigh rides…” And so begins, in a haze of warm nostalgia and gentle humour, Orson Welles’ most maddening and controversial film, The Magnificent Ambersons. Viewed by the industry at the time as “the follow-up to Citizen Kane,Ambersons was actually closer to what Welles had been doing for years on the radio and on stage. It was also a story with a lot of resonance for Orson’s own life (just as Kane had been, after his re-writes), particularly his own struggles with identity (the meta-theme of his entire oeuvre) and his relationship with his father. Indeed: if Kane touched on Orson’s relationship with his distant and aristocratic mother, Ambersons is its equivalent, focusing on how the public viewed itinerant, sometimes irresponsible but inventive characters like his father. On every level, it was as personal, or more-so, than Kane, and yet it goes down in history as a failure. The reasons why, and the reasons why we still sift through the wreckage of what could have been a great film, are complex and beguiling, but a key part of the narrative of Welles’ life and work.

Welles struggled from the moment he arrived in Hollywood from New York in 1940. He was arrogant and entitled, didn’t play the social games Hollywood demanded (and demands), had little regard for deadlines or budgets and basically treated the whole city as if it were a Medici-like benefactor of his artistic dreams. He was never going to be a “successful” Hollywood director, which in those days meant someone with an artisanal skill that went from job to job within a larger industry. Welles from the start acted more like a modern director, or a director from the early days of silent film: the absolute arbiter of every artistic decision about a film, from its conception to its release. He didn’t know how to be any other way, and that attitude had always brought him success in New York, on the stage and the radio. But Hollywood was different. They were clannish. They held grudges, and they knew how to ruin someone’s career with gossip and innuendo. Terry Gilliam described Hollywood as a city living in “fear”, and that does applicable then as now. It’s an entire culture built of fear of failure and money-based intimidation. No surprise that Gilliam, like Welles and Kubrick, quickly departed for the more artistically-friendly shores of Europe.

But in the 1940s, Orson really tried to make a go of it in America. (Simon Callow’s epic three-volume Welles biography titles its middle volume Hello Americans and offers an exhaustive exploration of that biographical theme.) Certainly after the pained birth and controversy of Citizen Kane, a film that, we should bear in mind, was not universally hailed as a masterpiece upon its release and was not a huge box-office hit, Welles was quite vulnerable to the worst elements of that culture, but somehow failed to protect himself against it. Arrogance, inexperience, naiveté: these make a deadly combination in the high-stakes world of filmmaking. Another important factor was the start of American involvement in World War II, which occurred as Welles was in the middle of shooting. Welles can’t be blamed for that historical eventuality, but it had a profound effect on the film and how it would be received.

The Magnificent Ambersons was a novel by Booth Tarkington, whose name was well-known a century ago as an American novelist. The book won the 1919 Pulitzer Prize for novel storytelling, in fact, and Welles often referred to it as “Tarkington’s best novel,” even though many today would be hard-pressed to name a second. It tells the story of an aristocratic American family, whose patriarch struck it rich during Civil War reconstruction (“The magnificence of the Ambersons began in 1873…”). The family sets itself up as the centre of a small town and rules over it like medieval gentry. It’s a world in “order”, as a Southerner might say, with the “good people” on the top of the social chain, unassailable, and everyone else below them, as God and nature intended. This was the way it always had been, according to one of the great myths of American history. Then this myth collides with another legendary American story, that of the “self-made millionaire”, as one Eugene Morgan, tinkerer and inventor from a lower social class, wins the heart of Isabel Amberson, the family’s beautiful daughter. Lucy, however, rejects Morgan’s hand as a young woman (due to Morgan being drunk and disorderly) and instead marries a safe, reliable, boring man named Wilbur Minafer. They have a son, George, who becomes the heir apparent to the Amberson fortune. Later in life, after Wilbur had passed away, Eugene Morgan returns, now a wealthy and successful widower, with his beautiful and vivacious young daughter Lucy Morgan, with whom George is smitten. Eugene, however, is intent on having a great winter romance with his childhood love, Isabel Amberson. The petulant and jealous George prevents the match, throws tantrums and ultimately tries to win the heart of Lucy and fails. The story is about how through arrogance and an inability to adjust to changing times, George Amberson Minafer finally leads the family to economic ruin, and in a sad final sequence, sees how his once-idyllic town over which he used to rule as a young Prince, has been reduced to sterile industrial homogeneity. The Ambersons, by the end, are no longer magnificent.

It’s a fairly rich stew of drama and romance, with Shakespearean machinations to the fore, and Greek tragedy to boot.  It’s not a particularly cinematic story, as so much of it plays out over long stretches of time and requires subtle attention to acting moments that seem more at home on stage. It was certainly a challenging and different follow-up to the technical tour-de-force of Citizen Kane. Orson had actually done the whole piece before, as a radio play with himself playing George and the great Walter Huston (John’s father) playing Eugene. Listening to that radio version now is illuminating: Welles’ whiny performance as George doesn’t compare favourably to the performance he got out of former cowboy actor (and future Walter Huston co-star in The Treasure of the Sierra Madre) Tim Holt in the filmed version. Also, the story lacks a visual context that Welles knew how to use as a storytelling device. For once, not being able to see the actors’ faces was an impediment. One gets the sense that Welles knew he could do the same story better.

Other than responding to the inherent drama, what on earth did Welles see in this material that kept him coming back? Several writers have speculated on this, including Welles’ official and slightly fawning biographer Barbarah Leaming and his most savage modern critic David Thompson, and they might be on to something. First, there’s the personal story: Welles’ actual first name was “George” (early school records list him as “G. O. Welles”) and as a chubby kid, it’s impossible to believe he did not hear the “Georgie porgie” taunts. He certainly would have related to George Minafer, the young scion of a prominent family from a small midwestern town (Welles was born in Kenosha, Wisconsin) who, many thought, rose too far, too fast. On the radio, Welles played George as a caricature, possibly to distance himself from the character, whose real arrogance and sense of entitlement Welles unquestionably shared. By making George into a small, high-voiced, whiny child, Welles allows himself the critical distance necessary to regard the character as something unlike himself. When Tim Holt got ahold of the same character, he played him as much more realistic, and in the end, as surprised as anything else when his life crumbles before his eyes.

Then there’s the issue of the father. Richard Head Welles (“Dick Welles”) was a man with lots of imagination, restless energy, constantly on the move (just like his son) but was also a terrible alcoholic and a miserable failure in everything he tried. He drank himself to death when Orson was only 15 years old, after taking his young son around the world with him, trying to find investors for his various inventions. Orson certainly would have understood the personality type of Eugene, the inventor and self-made man with a drinking problem, and the way the film itself elevates this character, imbuing him with so much dignity and wisdom and class, strongly suggests some sort of posthumous rehabilitation for his father. Recall that the parents in Kane consisted of a stern, cold, distant, regal mother who gives away their child to rich bankers, with an earthy, dishevelled but openly affectionate bumbling father. These weren’t characters, but impressions of characters and they’re almost certainly based on Orson’s impression of these two people who brought him into the world and left him at a very young age.

And finally there’s the general nostalgia of the film, particularly in its early reels. Orson never had a childhood, and certainly not the idyllic one full of sleigh rides and balls depicted in the film. But the depiction is warm and genuine nonetheless: we’re seeing the childhood Orson wished he had, the only recovered from partial memories and dreams. That’s probably why it works so well on film.

The production of the film was not without issues, but RKO allowed Welles to go ahead in the summer of 1941 with his own script and elaborate sets. This time out, he would have Stanley Cortez behind the camera, not the invaluable Gregg Toland, who had made Kane so distinctive-looking. There were far fewer special effects tricks in Ambersons: subtlety was the order of the day, with great sets and subtle lighting, sometimes up to five or six individual focal points on a character’s face and the background behind them, textured shadows and shafts of light that Orson had learned to deploy on the stage. This textured and nuanced approach was inevitably slower than the enthusiastic “just shoot it!” energy of Kane, and thus the film took much longer to actually get in the can.

The Ambersons themselves: (L to R) Richard Bennet as Major Amberson, Joseph Cotten as Eugene Morgan, Dolores Costello as Isabel Amberson, Don Dilaway as Wilbur Minafer, Agnes Moorehead as Fannie Minafer and Ray Collins as Jack Amberson

Welles, who was fascinated by technology as much as his father, couldn’t resist using what he considered to be the latest tool that he could use to cut down on shooting time: pre-recorded dialogue. Welles thought of sound and picture as being fundamentally separate, in those days. So, he chose to work on the dialogue first, with the actors, and pre-record everything on discs (i.e. records). When shooting, he would play back the discs and the actors would have to lipsync their dialogue. In Welles’ world, this saved them the trouble of having to record sound on set, and having post-dub dialogue later (sometimes called “looping”). It was an interesting experience that didn’t work, of course, because when an actor gives a performance on-set, they’re in a different head space than sitting in a recording studio, and having the freedom to actually speak the dialogue as it comes to them is an important part of the acting craft. That technical innovation, it seems, was too much all at once.

The cast itself was a less flashy but no less talented group of players that made Kane, including many members of Welles’ Mercury Theatre company. Ray Collins, the great radio actor, plays “Uncle Jack Amberson”, the scheme, world-wise Congressman member of the family. Tim Holt, as previously mentioned, anchors the film as George, although Holt would be better at playing melancholy after his grim experiences in World War II. Dolores Costello, a former silent movie star, plays Isabel, her face having been “ruined” in her eyes by years of caustic makeup and harsh stage lights, but still exuding warmth and tragedy. Agnes Moorehead, one of Orson’s secret weapons in the Mercury theatre, nearly steals the movie as Aunt Fannie Minafer, one of the members of the clan who rises the highest and falls the farthest. And the great Joseph Cotten, Welles’ better-looking, classier Southern friend, gives one of his strongest performances as Eugene, decorating his performance with charm, wit and loads of subtle and effective acting choices.

Tim Holt and Agnes Moorehead in the deep geometry of Amberson Mansion

Welles’ direction focuses on shadow-play (check out an early scene in which Isabel and George set a date entirely in shadows) and textured lighting. The set, particularly Amberson mansion itself, a real monster, a true work of stagecraft where Orson could shoot in practically any direction he chose and get a great, active background with lots of canted angles and deep shadows. His camera movement, so graceful and alive, anticipates the best of Robert Altman and a million other filmmakers. The first hour or so of the film is magic.

Then things start to go awry. Filming started in late October, 1941, so by the time December 7, 1941 rolled around, they were deep in the middle of making this odd movie about American aristocracy and the changes brought about by the turn of the century. In other words, in one day the film went from being an artistic tour de force to being woefully out of step with the times. The War was a difficult time for everyone involved, and as a young man of draft age, all eyes turned to Orson. His “flat feet” gave him a 4F deferment, which Orson accepted but many others didn’t. And, much to the chagrin of the general public, Orson didn’t automatically shut down production on his film and insist on enlisting, or turning over to make 100% war propaganda films as Frank Capra did. Instead, he kept shooting, kept making his movie, while the Vultures circled.

It was Nelson Rockefeller, back in the days before his name was attached to the New York street where “30 Rock” stands today, who gave Orson his wartime assignment. The US government was on guard against German infiltration of South America, even back in 1941, long before the infamous “Boys from Brazil” became a threat. Rockefeller had the idea that the citizens of the Americas should know each other better than they did, so he suggested that an American filmmaker travel to Rio and make a film about Latin American life to better instruct the people back in the States. This was, as Rockefeller put it, he “patriotic duty”. Orson accepted, having no real choice in the matter.

Therefore, rather than having 6-8 months to finish post-production on Ambersons, including recording voice-over narration and the crucial process of editing (with his Kane veteran with a future, Robert Wise), Welles had to quickly do the narration in a studio in New York between flights down to Rio, and then supervise the editing by telegram. The Brazilian episode of Welles’ life is best left to another piece (it’s a whopper of a story), but Ambersons was certainly a casualty of it. Cut off from the day-to-day at the studio, unable to have a direct say in the editing and marketing of his film, RKO studios quietly took the project away from the director. An infamous preview screening in Pomona, California of Orson’s 2 1/2 hour rough cut was a disaster. The audience, stoked on War fever, had little patience for this long, subtle deconstruction of American socioeconomics. They particularly had little patience for George, the arrogant child, who spends the whole movie waiting for his “comeuppance”.

The fact is, the deck was stacked against Orson from the start. With him away in Rio, everyone in Hollywood finally got to say and do what they wanted to do when he first arrived in 1940. It was time to knock Mr Genius down a peg or two. They savaged the second half of Ambersons after the preview screening, cutting and discarding almost an hour of footage, re-writing and re-shooting scenes, clumsily taking on a fake happy ending that has no bearing on or relationship to what came before. It’s the most ugly and obvious expression of the Hollywood film mentality: the audience is stupid, so let’s give them big emotions, easily understood. Orson had more respect for his audience than Hollywood did (or does), and it cost him his Hollywood career.

By the time Orson got back from Brazil, with another unfinished mess of a film, It’s All True, on his hands, Ambersons had been butchered. It’s difficult to watch the ending today, because you see where Orson was going, and how badly the ending was ruined by studio meddling. Anytime the studio says “we know what we’re doing,” just point to Ambersons to prove them wrong.

In the over 70 years since the release of The Magnificent Ambersons, there have been many attempts to re-create or find the footage RKO discarded from Orson’s original long cut. These have all met with failure, and even the esteemed film archivist Robert A. Harris has despaired of ever seeing the original version. RKO destroyed the footage, and despite extensive searches in Brazil, none of it has come to light. A TV version was later made, the less said about which the better. Today, Ambersons stands as a fascinating oddity: you can watch Orson Welles’ Hollywood career implode over the course of 85 minutes. The great thing about Orson is that, after struggling through the rest of the 1940s, he found that you didn’t need Hollywood to be a great filmmaker. He decamped to Europe and continued to make excellent films.

What he really needed with Ambersons was time. Time for sleigh rides. Which, of course, was part of a world that was long gone.

And that’s what was on Orson’s mind 40 years later, when, in the early 1980s, he was with friends in a hotel and someone noticed that Ambersons was on TV. They all sat down to watch, Orson resisting at first, and finally taking a seat very close to the TV set. When the film was over, Orson turned around to face his friends with tears in his eyes. “It’s all gone,” was all he said.

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Independent scholar Ian Dawe has been writing for Sequart since November 2013. Before that, he had a mixed background, initially in science (Molecular Biology and Biochemistry), where he earned an MSc from Simon Fraser University and then an MA in Film from the University of Exeter in the UK. He spent a decade teaching at the college level, delivering courses in Genetics, Biochemistry, Cell Biology, Biological Anthropology and Film History. His academic work includes peer-reviewed papers on the work of Alan Moore, Harvey Pekar for Studies in Comics and a dissertation on Terry Gilliam for the University of Exeter. He has presented papers at several major academic conferences including Slayage 2014, Magus: Transdisciplinary Approaches to the Work of Alan Moore in 2010 (in the wizard's hometown of Northampton), Comics Rock and the International Conference of the Humanities in 2012, and at the Southwest Popular Culture Association Conference in Albuquerque, New Mexico in 2014 and 2015. He has contributed to several books, including a chapter about the TV show Archer in "James Bond and Popular Culture" and two chapters on Breaking Bad for "Breaking Bad and Masculinity", both now available from McFarland. At Sequart, he has authored a chapter for New Life and New Civiliations: Exploring Star Trek Comics, A Long Time Ago and two more upcoming books on Star Wars comics. He has also contributed to books on Alan Moore and 1970s Horror Comics. He is currently planning a full-length book on Better Call Saul. Ian currently lives in Vancouver, BC.

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