''The Magnificent Ambersons'' is a [[TheForties 1942]] U.S. PeriodDrama, the second feature film produced and directed by OrsonWelles. 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 (Creator/DrewBarrymore's grandma!), Anne Baxter, Tim Holt, Agnes Moorehead, and Ray Collins, with [[TheNarrator Welles providing the narration]].

The film became famous for its behind the scenes controversies, which resulted in the film becoming drastically cut and taken away from Welles. (For more information, see the Trivia page). That said, 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, ''Film/CitizenKane''. The film was nominated for four UsefulNotes/{{Academy Award}}s including Best Picture, and it was added to the UsefulNotes/NationalFilmRegistry of the Library of Congress in 1991.

Creator/RobertWise did the editing as well as directing the reshoots mandated by RKO.

! This film provides examples of:
* AdaptedOut: Both Welles and the revised ending of the studios change the ending of the books: i.e. the events leading up to Eugene's visit to George at the hospital. A visit to a medium where Eugene actually interacts with the spirit of Isabelle. Welles and even the studio saw it as a clumsy DeusExMachina that went against the spirit of the story, and saw fit to change it, albeit to different ends.
* AdaptationalVillainy: George Minafer was still a {{Jerkass}} in the books but he had more moments of JerkassHasAPoint and he even had a few sympathetic moments. Minafer's criticism of people around him was also a lot more pointed and correct in the books, whereas Welles made George really insufferable and unsympathetic.
* AsYouKnow: Some expospeak from the townspeople in the beginning about the Ambersons and their fancy house.
* BittersweetEnding: Isabelle is dead, and she and Eugene never married. George has been brought low enough to work for meager wages, and then he's injured in an automobile accident. The Ambersons are broke. But there's an implication that Lucy and George might get together after all, and Eugene takes some comfort in believing that Isabelle's spirit is with them and knows about his reconciliation with George.[[note]]This ending is lifted straight from the book.[[/note]]
** The somewhat happier note with the scene in the hospital hallway was the principal addition that lightened Welles' DownerEnding, which was more bleak, with Fanny alone in a boardinghouse and a final meeting with Eugene reminding her of what she'd lost. Storyboards and the film's cutting continuity show the scene.
* BreakTheHaughty: George, oh so very much.
* CelebrityParadox: Besides the in-universe one with Eugene Morgan and Jed Leland mentioned below in Mythology Gag, there's also the shot where George (played by Tim Holt) walks past a movie poster for a film starring Jack Holt (a silent film star who happened to be Tim Holt's father).
* {{Chiaroscuro}}: Used for several scenes in the dark old Amberson mansion, including a striking shot when Eugene and Lucy are leaving after the ball, and beams of light from outside are cast upon the people in the dark foyer.
* DancesAndBalls: George meets Lucy, and Eugene is reunited with Isabelle, at "the last of the great long-remembered dances" at the Amberson house.
* GayNineties / TheEdwardianEra: The film bridges these two eras, and incorporates features of both.
* HitlerCam: This effect, used in ''Citizen Kane'', is used here in an even more inventive manner, with a moving camera positioned down below and pointed up at George and Lucy as they take a carriage ride.
* IdleRich: George says in no uncertain terms that he desires to be this. It doesn't work out.
* InteractiveNarrator: Only briefly. Some town busybody chatters about how Isabelle is going to pop out a bunch of children. Welles the narrator says that in fact she had only one, and the busybody says "Only one?".
* IrisOut: This effect, which in 1942 was already old-fashioned, is used as Eugene drives away in his experimental car, possibly to illustrate how times are changing.
* ItWillNeverCatchOn: Many people's reactions to the "horseless carriage", though George remains convinced of this long after everyone else starts to come round to the idea.
* JerkassHasAPoint: George delivers a rude and pissy monologue at dinner about how the automobile shouldn't have been invented and is ruining everything. Eugene is hurt, but admits that George might be right. Later in the film Welles' narration mentions how the new growth inspired by the automobile "befouled" the town. And a newspaper headline reports the rash of injuries and deaths caused by automobile accidents.
* LaserGuidedKarma: George is brought low, very low indeed.
--> '''Narrator''': Something had happened. A thing which, years ago, had been the eagerest hope of many, many good citizens of the town, and now it had come at last; George Amberson Minafer had got his comeuppance. He got it three times filled, and running over. But those who had so longed for it were not there to see it, and they never knew it. Those who were still living had forgotten all about it and all about him.
* LostForever: A good chunk of this movie was edited and thrown away by producers while Welles was abroad.
* ManChild: George, who as a grown man still wants to hang out with his mommy and be spoiled.
* AMinorKidroduction: George is introduces as an awful child, before the film cuts forward to George as college-aged and played by Tim Holt.
* MommyIssues: George has some issues regarding his mother's personal life.
* MythologyGag: Or maybe IdenticalStranger. Or maybe CelebrityParadox. But in any case, the town newspaper includes on its front page a "Stage Scene" column by [[Film/CitizenKane Jed Leland]], complete with a picture of Joseph Cotten.
* {{Narrator}}: Welles, who doesn't otherwise appear in the film.
* NostalgiaFilter: One of the themes of the film.
-->'''[[OrsonWelles Narrator]]:''' The magnificence of the Ambersons began in 1873. Their splendor lasted throughout all the years that saw their Midland town spread and darken into a city. In that town in those days, all the women who wore silk or velvet knew all the other women who wore silk or velvet and everybody knew everybody else's family horse and carriage. The only public conveyance was the streetcar. A lady could whistle to it from an upstairs window, and the car would halt at once, and wait for her, while she shut the window ... put on her hat and coat ... went downstairs... found an umbrella... told the 'girl' what to have for dinner...and came forth from the house. Too slow for us nowadays, because the faster we're carried, the less time we have to spare.
* OedipusComplex: Isabel and George ALL. DAY. LONG.
* OldMaid: Fanny, mixed with UnrequitedTragicMaiden due to her crush on Eugene.
* ParentWithNewParamour: George does not deal with it at all well when Eugene and Isabelle start dating.
* RomancingTheWidow: Eugene starts putting the moves on Isabelle after her husband dies.
* RomanticismVersusEnlightenment: It's really hard to gauge where the film fits. The Ambersons typify an old world of spoilt decadence and snobbishness, while Eugene Morgan represents the modern industrious spirit. George Amberson Minafer is a {{Jerkass}} while Morgan is a nice guy. More importantly, Eugene Morgan is himself pretty skeptical if the automobiles he's building is going to bring progress:
--> '''George''': I said automobiles are a useless nuisance. Never amount to anything but a nuisance and they had no business to be invented.
--> '''Jack''': Of course you forget that Mr. Morgan makes them, also did his share in inventing them. If you weren't so thoughtless, he might think you were rather offensive.
--> '''Eugene''': [[JerkassHasAPoint I'm not sure George is wrong about automobiles]]. With all their speed forward they may be a step backward in civilization. [[WasItReallyWorthIt May be that they won't add to the beauty of the world or the life of the men's souls, I'm not sure]]. But automobiles have come [[NothingIsTheSameAnymore and almost all outwards things will be different because of what they bring. They're going to alter war and they're going to alter peace]]. And I think men's minds are going to be changed in subtle ways because of automobiles. And it may be that George is right. May be that in ten to twenty years from now that if we can see the inward change in men by that time, I shouldn't be able to defend the gasoline engine but agree with George - that automobiles had no business to be invented.
* SpoiledBrat: George is an awful little twerp as a child, and he doesn't get any better when he grows up.
* TitleDrop: Welles mentions "the magnificence of the Ambersons" a couple of times.
* VideoCredits: Not only video credits, but narrated video credits, with Welles reading off the names of each actor and who they played in the movie. The credits end with Welles reading off his own credit over a shot of a microphone.
--> "I wrote the script and directed it. My name is Orson Welles. This is a Mercury Production."