With his condensed version of Thackeray’s Vanity Fair, Mamoulian found his most provocative and insubordinate female lead. Hardly taking a breath, Miriam Hopkins’ Machiavellian Becky Sharp lives her life as one great performance after another while steadily climbing the social ladders of 19th century Britain. Suiting Becky’s painted, ever-changing persona, Becky Sharp is the first feature to use the three-color Technicolor process, with its particularly rich, saturated hues. As Hopkins vanquishes every scene, Mamoulian fills in the drama and metaphor with stylized color choices—transforming whirling rainbows of gowns into a near black-and-white palette with a shift in mood. Making fun of both high and low culture with equal zeal, Becky leaves few unscathed. Thus, it is all the more moving when her actual emotions break through and she—under Mamoulian’s sensitive, chromatic brush—momentarily exposes unfeigned vulnerability. 35mm restored print courtesy of the UCLA Film & Television Archive. Restoration funding provided by The Film Foundation.