A Bright, Guilty World: The Biography of a Film

By Michael PeckMarch 20, 2014

A Bright, Guilty World: The Biography of a Film

I like reflections — as long as they aren’t mine.
— Orson Welles

The Lady from Shanghai is far from a good film.
— David Thomson

Welles made The Lady from Shanghai to show Hollywood that he was capable of making an ordinary film, but he demonstrated the reverse, not least to himself.
— François Truffaut


BEFORE DROPPING AN ATOMIC BOMB into the Pacific Ocean during the Bikini Atoll experiments in June 1946, naval scientists emblazoned their nuclear device with one word: Gilda. The title of a motion picture that had premiered a short time earlier, Gilda was an immediate hit. The eponymous character was portrayed by Rita Hayworth, and concreted her renown as the ultimate femme fatale, pinup goddess, and idol of Hollywood chic all in one. When the actress learned of her trademark portrayal being stenciled on the side of a nuclear weapon (newspapers erroneously reported that her portrait accompanied the text), Hayworth was outraged, as was her estranged husband, Orson Welles. The actress’s recognizability, her crazed fandom, had gone amuck.

Welles’s last American film would take Hayworth’s pop iconography and infuse it into the movie’s troubled confection. But the decision to adapt Sherwood King’s pulp novel, If I Die Before I Wake, was less about Welles’s artistic disposition and more about his inability to pay $50,000 for costumes yet again. He had bankrupted himself and his coproducer trying to stage an elaborate version of Around the World in 80 Days (which, with typical Wellesian theatricality, includes four enormous mechanical elephants and a score by Cole Porter). In addition to the Around the World debacle, Welles was in financial straits for other reasons: his radio work had ended, and he was in debt to Hayworth for child support. An invitation to stage Bertolt Brecht’s Galileo ended almost instantly when Welles, Charles Laughton, and Brecht found that they couldn’t get along, because they were too egocentrically alike. (Welles called Brecht “shitty.”)

On Around the World’s opening night in New York, in May 1946, Welles phoned Harry Cohn, president of Columbia Pictures, begging to be advanced funds for directing Columbia’s next film. When Cohn asked what movie it was, Welles later claimed that he’d glanced at an array of paperbacks and honed in on the cover of King’s book. Cohn wired the money within an hour, and Around the World went on to flop. Welles, one of the most uncompromisingly autonomous cineastes of his day, was now indebted to a draconian studio head, a man who’d bugged a portrait in Welles’s office to ensure that he was included in all of Welles’s creative decisions. Undoubtedly, Cohn’s agreeing to work with such an anti-mainstream auteur was due to the encouragement of Hayworth, Cohn’s headliner, and to the mild financial success of Welles’s latest picture, The Stranger, even though by then the director was considered too avant-garde for a large public turnout. Welles hastily typed out the beginning of The Lady from Shanghai in solitude on Catalina Island. He first titled the adaptation Take this Woman, then amended it to the more evocative, and exotic, The Lady from Shanghai. More than a desecration of his wife’s persona, it would be a dismantling of the idea of celebrity, a big-screen Cold War fable, as well a layered, anti-blockbuster spectacle.

In the script, Elsa Bannister is the axis of the film, and the convoluted plot unspools around her mythic strangeness. Welles’s O’Hara reluctantly agrees to navigate the yacht belonging to her husband, Arthur Bannister (who would be played with vicious severity by Everett Sloane), “the greatest criminal trial lawyer in the world,” and O’Hara is quickly ensnared in Elsa’s siren-like influence as they cruise the Gulf of Mexico. Joining them is Arthur’s business partner, George Grisby (personified by Glenn Anders with brilliant, giggly ominousness). Thereafter, the dreamy loathing that haunts the script turns self-destructive and cynical. Grisby and O’Hara discuss the time the latter killed a Franco spy, and Grisby asks, with barely feigned implication, whether O’Hara “would do it again? Would you mind killing another man?” Later, while the Bannisters and Grisby laze on a native island amid torch-bearing pageantry and indigenous music, Arthur and Grisby share disparaging barbs while they drink. O’Hara arrives, takes one glance at their shared loathing and lets a monologue pour out, relating a story that occurred “off the hump of Brazil.” A shark, he says, tore himself from a hook, its blood driving other sharks insane with its scent. “Then the beasts set to eating each other,” he relates with smug aplomb. “In their frenzy, they ate at themselves […]. I never saw anything worse … until this little picnic tonight.”

Around this junction in the script, the storyline turns baroque. Grisby offers O’Hara $5,000 to kill him, Grisby, explaining that he doesn’t want to be around for the end of the world. Later, he’ll amend that proposal by clarifying that he wants the sailor to help him fake his death. Urged on by the money (he confides in Elsa, and they decide to use the cash to flee together), O’Hara signs the confession that Grisby has penned for him, promised that he can’t be prosecuted due to corpus delicti laws. Enter Broome, a private detective keeping tabs on Elsa on Arthur’s behalf. He discovers Grisby’s scheme only to be shot by Grisby. Somehow, Broome survives the point-blank bullet, and he warns O’Hara that he’s been set up, that Grisby is going to kill Arthur. O’Hara hurries to Arthur’s office, just in time to see a covered body being wheeled out: Arthur alive, Grisby dead. O’Hara’s confession is found; Arthur assumes his defense in a courtroom fiasco, learning that O’Hara and his wife have become intimate, knowledge of which compels him to sabotage O’Hara’s case. Doomed, O’Hara feigns suicide by ingesting a bunch of pills and flees with Elsa in tow. At a Chinese theater, O’Hara made weak by the drugs, comes to the realization that Elsa killed Grisby, and quickly loses consciousness. Elsa and some Chinese friends take O’Hara to a deserted fun house on the outskirts of the city. (I know.) When he awakes, O’Hara finds out that Elsa and Grisby were planning to kill Arthur and frame him, but with Broome’s involvement, Elsa murdered Grisby to protect herself. Replicated and distorted in a maze of mirrors, he and Elsa are interrupted by Arthur. She and her husband start shooting at one another’s reflections, shattering the personas they’ve fabricated in one big ontological gunfight that at last relegates them to their fundamental selves. Arthur is fatally shot, and Elsa lies dying on the floor.

When Cohn saw Welles’s script he offered a million dollars to anyone who could explain it. No one could, not even its writer. What Cohn wanted was a typical potboiler that would glamorize Hayworth and double or triple returns at the box office. Instead, Welles gave him an evisceration of exactly the kind of entertainment he expected: a deconstruction of Hayworth, a hodgepodge of satire, existentialism, and expressionism, a symbolic interpretation of the arms race. Working now in openly antagonistic collaboration, the two would preserve both sides of cinema — the conventional and the experimental — in an uneasy composite, oscillating between Welles’s experimental flair and Cohn’s melodrama. Between filming and editing, The Lady from Shanghai would become a befuddling hybrid of technique and genre.

Welles and Hayworth had been separated for months prior to filming, but it was Hayworth who insisted that Welles direct her next picture, and they reconciled sometime during preproduction. With Hayworth signed on as its co-lead, the budget jumped from $350,000 to $2 million. Immediately, Welles dug in to transforming Hayworth from the voguish Gilda to the monstrous Elsa, an image-demolishing metamorphosis that Hayworth welcomed. He peroxided and styled her lionized red hair into a bob in a stunt that brought dozens of reporters and publicized the film worldwide. Rumors circulated, perhaps not unfounded, that The Lady from Shanghai was a revenge flick against Hayworth. Now serving as writer, director, producer, and actor, Welles put himself on a strict diet of amphetamines and prepared his performers by screening The Cabinet of Dr. Caligari, an ideal prolegomenon to the The Lady from Shanghai’s black-hued aura of chilling lassitude. Rather than placing his film in the New York of King’s novel, Welles chose to shoot entirely on-location (one of the first films to do so) in the Gulf of Mexico and Sausalito. In mid-October of 1946 the cast and crew traveled to Acapulco. There, everyone registered at the Hotel Casablanca and the crew chartered Errol Flynn’s yacht, the Zaca, for the many sailing scenes.

Almost immediately, problems arose on set, as Simon Callow, in his two-volume biography of Welles, has described. They’d arrived during the region’s rainiest, most humid season, and often only one or two takes were viable before the weather drove everyone inside. Poisonous insects interfered with the cameras and lights, and Welles suffered bouts of sinusitis. “[Welles] was working sleeplessly round the clock on a film that was in danger of spinning out of control, with a leading lady who was exhausted and ailing,” Callow writes, “while rewriting on a daily and sometimes hourly basis.” The “low budgeter” envisioned by Columbia was costing the studio roughly the same as a “super production in Technicolor.” Compounding Cohn’s dissatisfaction with Welles and the budgetary crisis was Errol Flynn. According to Dick Wilson, one of Welles’s associate producers, “the sheer obnoxiousness” of Flynn was affecting their schedule. Paranoid that the studio was taking advantage of him, Flynn insisted on piloting the yacht himself, bothering Welles’s crew with alcoholic ramblings and overt racism. And the decision to shoot on-location was proving dangerous. A professional swimmer had to be hired in order to scare marauding barracudas away from Hayworth in a swimming scene.

Cohn and his rabid editor, Viola Lawrence, were alarmed by the absence of close-ups of Hayworth’s face on the reels they were sent, full of alienating wide-angle and medium-close shots of Cohn’s star. To Welles’s exasperation, Columbia was adamant that Hayworth sing something. To appease them, he loosely interpreted the demand with a morbid touch, filmed much later, in Hollywood. Elsa is lying on the deck in her swimsuit, combining the pose of a corpse with the posture of a calendar model. The camera levitates above her to reveal her despairing face as she starts to lip-synch “Please Don’t Kiss Me” to the strains of a lone guitar. Rather than dallying on the funereal beauty of the scene, Welles cuts to the following morning and the sounds of an annoying radio jingle, shifting from the primal sadness of Elsa to the shallow commercialism of Rita. At the moment when some redemptive self-consciousness enters the frame, Welles immediately undercuts it with ironic juxtapositions and alienating footage. In that sense, The Lady from Shanghai is also a critique of the presumptions of theatergoers who saw the film expecting Rita Hayworth and were instead subjected to the horror show of Elsa Bannister.

Born out of obligation, The Lady from Shanghai was becoming as much a documentary of Orson Welles and his increasingly maniacal deprivation. At the last minute he would choose a different location for shooting, emotionally fluster his actors to augment the tension of their performances, and criticize or berate them to force them to forget their lines and improvise instead. And this agitated vitality is evident from the very first scenes of the film. Exterior shots are drenched in contrasts, with an electric black-and-white vibrancy set against the dim lucency of foregrounds. Welles’s stark effects concoct a world, not just four people on the verge of disintegrating, consigned to the imminent possibility of the bomb. Cohn hated every shot of the film, and during the production he and his director/lead/screenwriter continued to clash over each incidental feature, from the music to the cinematographer. (Rudolph Maté, Theodor Dreyer’s cinematographer, took over midway through production.) The film’s intermittent tenor, oscillating between Brechtian estrangement, black comedy, and carnivalesque theater, coheres to this frazzled emotional state. Rage is an undercurrent in its energetic plot, giving the entire project an aura of empty urgency.

Although The Lady from Shanghai was slated to be finished in 65 days, it took over three months. Before wrapping up in the Gulf, Cohn yanked the cast and crew back to the States. Exorbitant costs accruing from the many setbacks forced Columbia to finish the island scenes in front of a process screen. Even though he was by then making the film for free, Welles’s penchant for showmanship hadn’t diminished. He directed one scene in Hollywood while getting a haircut and a shave. Back in California, and recuperated slightly from his struggles with Columbia and the heat of Central America, Welles set about building the fun-house bricolage that remains a hallmark of the film’s freakish design, hand-painting the ghoulish murals of the fun house with his tiny personal assistant, Shorty Chirello, holding his paints. For one week, working from 10:30 at night till five in the morning, he constructed the monolith from scratch, which included a 125-foot slide and the hall of mirrors (2,912 feet of glass). Intermingled in this garish display, he arrayed mutilated mannequin parts, skeletons slit at the midsection, mortifying images meant to shock. All of which would lead Mary Pacios, in a 1999 book, to claim that Welles was the Black Dahlia murderer, insofar as the violence Welles inflicted on his dummies, just days before Elizabeth Short’s body was discovered, aligned too closely to the deceased woman’s wounds. Although the author’s sensationalist theories have since been discounted, they do shed light on Welles’s accelerating strain while struggling with The Lady from Shanghai. The disorienting madness of the film is beholden to Welles’s addled, speed-fueled wakefulness and his insatiable perfectionism, a combination that would find its apotheosis in the Magic Mirror Maze. Although the funhouse he erected was subsequently dropped from the film, stills depict it as vintage Welles, simultaneously an ideological panorama for his characters (the slogan “STAND UP OR GIVE UP” is etched obsessively amid the lurid imagery) and a horrific backdrop for their actions.

For the final moments of the film Elsa pleads with O’Hara to save her. “Like the sharks, mad with their own blood,” he muses. “Chewing away at their own selves.” O’Hara moves toward the turnstiles, ignoring Elsa’s frantic reminder that one can’t change one’s nature. Strolling out into daylight, O’Hara walks through the desolate amusement park, speculating about life and the nature of evil, knowing he’ll try to forget Elsa, but probably won’t be successful. Then, as the angle rises, he heads for the sea. Exile is the sailor’s home. It would be Welles’s, too.

Aside from its preposterous plot, The Lady from Shanghai is an emporium of stunning sets and dreamlike locales: the moonlit deck of the Circe, the exotically lush Chinese opera, the culminating hall of mirrors. Welles employs a technique — introduced in Citizen Kane — of switching lenses, and hence, allegorical dispositions: the film’s visual splendor bounces between a soft effulgence and documentary-like clarity, most noticeably whenever Hayworth is in the frame. Ambiguous hardboiled witch, Elsa is a personification of noir itself. In one scene, Grisby arrives via motorboat with a pair of binoculars, ogling Elsa as she sunbathes on a rock outcropping, and hands the binoculars to O’Hara. Here, Welles’s exegesis of Elsa/Rita becomes explicit. Filmed in crystal-clear monocular vision, Welles allows the audience to participate as an unacknowledged third voyeur. But The Lady from Shanghai continually morphs into something more than itself, before slinking uneasily back into its genre. Welles’s own restlessness and anger are transubstantiated onscreen, producing a sense of dire confusion and insomniac disquiet. A surreal aquarium — the fish grotesquely magnified as O’Hara and Elsa become mere black shapes reflected in the glass — is preceded by an almost slapstick courtroom scene, filled with the sounds of sneezing, chatter, and unmitigated outbursts. Such atmospheric inconsistencies continually disrupt the film, highlighting the dichotomy between Cohn and Lawrence’s desire for common entertainment and the Brechtian framing devices of Welles’s idiosyncratic vision.

Once Welles was done filming he was instantly banned from having any part in the editing room. Columbia disliked most of The Lady from Shanghai, and Cohn and Lawrence set about rearranging and revising Welles’s work. Several more close-ups of Hayworth were inserted, most of the scenes abbreviated and hatcheted down to typical length, even if that meant sacrificing logic for brevity. Welles’s estranging noir epic, running at 155 minutes, was cut to just under an hour and a half, and Columbia’s hijacking the feature is obvious in many stillborn scenes, which often seem more like loosely interlocking short films than part of a plot.

None of the changes infuriated Welles more than Cohn’s decision to replace George Antheil, the atonal composer Welles hired to reinforce the film’s derangement, with Heinz Roemheld. Welles dashed off a series of angry memos, equating the soundtrack (which is only a series of variations of Elsa’s song) to an idiotic Disney orchestration, calling it “a vague hullabaloo,” and indeed, ripples and crescendos of the score erupt out of nowhere in an attempt to add drama and romance to scenes expressly alienating.

As he envisioned it, The Lady from Shanghai was intended to be a puzzling, oneiric joinery, oblique and apprehensive, owing more to the art of the late Weimar Republic than to anything starring Humphrey Bogart. It was to be a jarring amalgamation of sound and image meant to challenge viewers with its modernist demands, and critiquing in the process the idea of Hayworth and the atomic bomb, of Columbia Pictures, stardom, and Tinseltown. In its manic, dreary fury, it is also a portrait of the inner workings of Orson Welles just before he fled America in search of an audience that would appreciate his unorthodox artistry.

Before The Lady from Shanghai was released in the United States on June 9 of 1948 — amended, stunted, condensed, and simplified — Hayworth and Welles were already divorced, and the director, now without any hope to be reconciled with Hayworth or the Hollywood studio system, fled to Europe. Generally, critics of the day responded well to the film’s visionary power, but not audiences. None of the tinkering done by Columbia could efface Welles’s experimentalism, and so it ended up a box-office disaster. The Europeans were much more receptive, schooled as they were in the aesthetics of Truffaut, Godard, and the New Wave. One early champion of The Lady from Shanghai was Truman Capote, who recited entire sections of the screenplay when Welles ran into him in Sicily, according to Welles in his interviews with Peter Bogdanovich. Welles remained in Europe, where he completed a few radical projects, including a very odd Macbeth and his acclaimed feature Touch of Evil.

Overall, The Lady from Shanghai is an unfinished masterpiece. Columbia Pictures attempted to un-refine the film, extracting from it the recipe for a mass-market thriller. All the cutting and pasting, ironically, makes it feel even more of a defamiliarization of the genre’s tenets. The original director’s cut — The Lady from Shanghai as Welles planned it — has been lost. But not entirely. No matter how thoroughly the studio revised it, the hallucinatory power of his directing overwhelms throughout. Glorious hints of the bizarre epic noir that Welles crafted flash in extended glimpses, like the episodes of a dream only half-recalled on waking.



This Is Orson Welles, Orson Welles and Peter Bogdanovich

Orson Welles: Volume 2: Hello Americans, Simon Callow

Rosebud: The Story of Orson Welles, David Thomson

Orson Welles: A Critical View, André Bazin

Childhood Shadows: The Hidden Story of the Black Dahlia Murders, Mary Pacios



This is Michael Peck’s second article for LARB; you can read his first piece here.

LARB Contributor

Michael Peck was born and raised in upstate New York. His fiction, essays and reviews have appeared in The Believer, Juked, Eclectica, Crime Factory and others. He is a sometime book critic for the Missoula Independent, and now lives in Montana. The Last Orchard in America, his first novel, is currently being serialized at The 2nd Hand.


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