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Orson Welles's second feature (1942, 88 min.) is in many ways his most personal and most impressive, but of his Hollywood films it's also the one most damaged by insensitive reediting (like the sublime and personal Don Quixote is among his independent features); in his absence RKO cut the movie by almost 45 minutes and tacked on a few lamentable new scenes (including the last one). For the most part, this is a very close adaptation of Booth Tarkington's underrated novel about the relentless decline of a wealthy midwestern family through the rise of industrialization, though Welles makes the story even more powerful through his extraordinary mise en scene and some of the finest acting to be found in American movies (Agnes Moorehead is a standout). The emotional sense of America in the late 19th and early 20th centuries is so palpable you can taste it. With Joseph Cotten, Dolores Costello, Anne Baxter, Tim Holt, Ray Collins, and Richard Bennett.

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