glamour and sophistication convince the new Mrs. de Winter that Maxim is still in love with his first wife, which could explain his irrational outbursts of anger. She tries to please her husband by holding a costume party as he and Rebecca used to. Danvers suggests she copy the dress that one of Maxim's ancestors is seen wearing in a portrait. However, when she appears in the costume, Maxim is appalled as Rebecca had worn an identical dress at her last ball, just before her death. When Mrs. de Winter confronts Danvers about this, she tells her she can never take Rebecca's place and tries to persuade her to jump to her death from the second-story window of Rebecca's room. At that moment, however, the alarm is raised because a ship has run aground due to the fog, and in the rescue of its crew, a sunken boat has been discovered with Rebecca's body in it. Maxim now confesses to his new wife that his first marriage had been a sham from the start. Rebecca had declared that she had no intention of keeping to her vows but would pretend to be the perfect wife and hostess for the sake of appearances. When she implied she was pregnant by her cousin and lover, Jack Favell, she taunted Maxim that the estate might pass to someone other than Maxim's line. During a heated argument, she fell, struck her head, and died. To conceal the truth, Maxim took the body out in a boat which he then scuttled, and identified another body as Rebecca's. The crisis causes the second Mrs. de Winter to shed her naïve ways as the couple plan to prove Maxim's innocence. When the police claim the possibility of suicide, Favell attempts to blackmail Maxim, threatening to reveal that she had never been suicidal. When Maxim goes to the police, they suspect him of murder. However, further investigation with a doctor reveals that she was not pregnant but terminally ill due to cancer, so the suicide verdict stands. Maxim realizes Rebecca had been trying to goad him into killing her to ruin him. A free man, Maxim returns home to see Manderley on fire, set ablaze by the deranged Mrs. Danvers. All but she escape, who dies when the ceiling collapses on her. Cast Joan Fontaine as the second Mrs. de Winter Laurence Olivier as George Fortescue Maximilian "Maxim"