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A second Manderley half the size but surrounded by forest and including the winding road through the woods was built on another stage. There Cosgrove filmed the superb visuals that open the film. The voice-over narration by the second Mrs. de Winter begins, "Last night I dreamt I went to Manderley again. It seemed to me I stood by the iron gate leading to the drive, and for awhile I could not enter, for the way was barred to me. Then, like all dreamers, I was possessed of a sudden with supernatural powers and passed like a spirit through the barrier before me. The drive wound away in front of me, twisting and turning as it had always done, but as I advanced I was aware that a change had come upon it. Nature had come into its own again, and, little by little, had encroached upon the drive with long tenacious fingers. On and on wound the poor thread that had once been our drive, and finally there was Manderley Manderley, secretive and silent as it had always been, shining in the moonlight of my dream"

As the camera weaves through tangles, mists and gusts to reveal at last the ruins of the estate, the spectator is drawn quickly into the heart of the story. It is one of the great openings to a film of mystery, comparable to the discovery of the fort manned by dead soldiers in Beau Geste [see AC June '97].

The dream trip dissolves into a turbulent sea and cliffs, where de Winter and his soon-to-be-second wife meet for the first time. The scenery was filmed along the rocky northern California coastline near Carmel by a second unit helmed by D. Ross Lederman, a hard-working director of "B" mysteries and Westerns at Columbia and Warners, and veteran cinematographer Archie Stout, ASC. Fontaine and Olivier were doubled at the location for the long shots. Everyone in the unit was later subject to a three-day hospitalization for poison ivy infections.

The stars played several scenes with rear-projected Carmel footage. For one complex clifftop scene, they were placed in the middle distance of the landscape via a perfect split-screen shot composited by optical effects cinematographer Clarence W. D. Slifer, ASC in his lab on Stage Five. Other second-unit images from the Del Monte area provided backgrounds for scenes in the estate grounds. A third unit, under the supervision of Stacey and Lloyd Knechtel, ASC, filmed beach exteriors at Santa Catalina Island.

Using a new aerial-image printer he had designed with Don Musgrave and Oskar Jarosch, Slifer also composited numerous matte shots painted by Al Simpson. Slifer furnished Wheeler with 11" x 14" enlargements of the matted shots, upon which Wheeler or one of his staff sketched in the effects desired. The matte artist used these as guides; upper walls, ceilings and chandeliers were introduced into interiors, and architectural features were added to partial exterior sets. Some of the flames in the film's climax were composited from shots made by Slifer during the burning of "Atlanta" in GWTW. A striking, much-emulated shot is a Danvers-eye-view of the burning ceiling crashing down.

Principal photography wrapped after 63 days on Monday, November 20 at 4 p.m., 26 days behind schedule. Three days were lost when Fontaine fell ill with influenza, followed by another three days due to a union "wildcat strike." The last scenes were retakes of Rebecca's burning bedroom, ending as the "R" on her nightgown case is devoured by flames. Selznick, who was constantly on the set to oversee every nuance, nixed the first staging for a variety of reasons; he felt that the room wasn't clearly recognizable as Rebecca's; that the lighting was unrealistic and not weird enough; that the "R" was not as meticulously placed as Danvers would have done it; that it was slow in catching fire; and that the flames failed to rise to create a "curtain of flames" for the end title.

With 216,000 feet of film to tinker with and a head full of ideas for new dialogue to be dubbed, Selznick took over. Some 30 scenes were scheduled for retakes. He borrowed German-born composer Franz Waxman from MGM, where he was finishing The Philadelphia Story, insisting that he compose the music while the picture was only roughly assembled and make it fit at the last moment. Most of the players were called back for dubbing sessions. Selznick was frustrated in his attempts to slow down Olivier's clipped speech with dubbing.

Eventually, Waxman got to meld his fine score into the finished picture, building it upon a seductively erotic but somehow sinister melody reminiscent of his theme for Bride of Frankenstein. After Waxman left, Selznick removed his music for one sequence and substituted some Max Steiner music from A Star is Born, infuriating both composers.

With a final cost of $1,288,000, Rebecca emerged as a marvelous blending of Hitchcock inventiveness and Selznick opulence. Fontaine's sensitive performance made her a major star overnight. Convincingly repressed and furtive during most of the film, she brings equal conviction to the later scenes in which she rises defiantly to her husband's defense. Olivier earned wide acclaim for his strong portrayal of dignified but vulnerable nobility. Anderson, toning down her stage technique to the subtle needs of the camera, projects malevolence superbly. The other players, especially Sanders and Bates, are also memorable.

George Barnes' cinematography is characteristically first-rate. Avoiding the use of extreme angles, short lenses and fantasy lighting all stocks-in-trade of mystery melodrama the cameraman's work conveys mood largely through subtle shifts in lighting and composition.

"Well, it's not a Hitchcock picture," the director himself remarked in 1966 to Fran´┐Żois Truffaut, as quoted in the latter's book Hitchcock. "The fact is, the story lacks humor." Even so, Hitchcockian "touches" are abundant, and while there are no belly laughs, there are chuckles when George Sanders, Nigel Bruce, Gladys Cooper are onscreen. Audiences react audibly when the uncouth Van Hopper snuffs out her cigarette in a jar of cleansing cream. "Most girls would give their eyes to see Monte [Carlo]," she tells Max, who asks, "Wouldn't that rather defeat the purpose?" The handling of Mrs. Danvers is pure Hitchcock: she is seldom shown moving, but suddenly appears in the frame when least expected cold, unblinking, dressed in black, wearing an upswept hairdo that makes her look a bit top-heavy, cocking her head like a bird of prey. When she speaks of Rebecca she seems to lapse into dementia.

Both the producer and director, jealous of each other's trespasses, had misgivings about Rebecca. They needn't have worried: following its gala premiere at Radio City Music Hall on March 28, 1940, it became a popular, critical and financial hit. It won the Academy Award as Best Picture of 1940 (besting Hitchcock's own Foreign Correspondent, among other nominated films), brought an Oscar to Barnes (who had been nominated twice previously, and would be again twice after), and earned nominations for Olivier, Fontaine, Anderson, Hitchcock, Sherwood and Harrison, Wheeler, Kern, Waxman, Cosgrove and Arthur Johns (sound effects).

Even today, Rebecca is a hit show. As Hitchcock told Truffaut, "It has stood up quite well over the years. I don't know why."