The Private Lives of Elizabeth and Essex, for a time also entitled Elizabeth the Queen, is a 1939 American historical romantic drama film directed by Michael Curtiz and starring Bette Davis, Errol Flynn, and Olivia de Havilland. Based on the play Elizabeth the Queen by Maxwell Anderson—which had a successful run on Broadway with Lynn Fontanne and Alfred Lunt in the lead roles—the film fictionalizes the historical relationship between Queen Elizabeth I and Robert Devereux, 2nd Earl of Essex. The screenplay was written by Norman Reilly Raine and Aeneas MacKenzie. It was the fifth of nine films that Flynn and de Havilland starred in, while it was the second of his three with Davis. The supporting cast included Donald Crisp, Henry Daniell, Henry Stephenson, and Vincent Price. The score was composed by Erich Wolfgang Korngold, who later used a theme from the film in his Symphony in F sharp major. The Technicolor cinematography was by Sol Polito, and the elaborate costumes were designed by Orry-Kelly. The film was a Warner Bros. Pictures production, and became the hit the studio had anticipated and returned a handsome profit. Among the film's five Academy Award nominations was a nomination for Best Color Cinematography. Bette Davis was tipped to receive an Academy Award nomination for her role; however, she was nominated for Dark Victory (also from Warner) instead. Plot The Earl of Essex (Errol Flynn) returns in triumph to London after having dealt the Spanish a crushing naval defeat at Cadiz. In London, an aging Queen Elizabeth (Bette Davis) awaits him with love, but also with fear, because of his popularity with the commoners and his consuming ambition. His envious rivals include Sir Robert Cecil (Henry Daniell), Lord Burghley (Henry Stephenson), and Sir Walter Raleigh (Vincent Price). His only friend at court is Francis Bacon (Donald Crisp). Instead of the praise he expects, Essex is stunned when Elizabeth criticizes him for his failure to capture the Spanish treasure fleet as he had promised. When his co-commanders are rewarded, Essex protests, precipitating a break between the lovers. He leaves for his estates. Elizabeth pines for him but refuses to degrade herself by recalling him. But when Hugh O'Neill, 2nd Earl of Tyrone (Alan Hale, Sr.) revolts and routs the English forces in Ireland, the Queen has the excuse she needs to summon Essex. She intends to make him Master of the Ordnance, a safe position