Bette Davis is at her best in this 1800s Southern melodrama in which her attempts to snag a married ex-love (Henry Fonda) end in tragedy. Storywise this is nothing new, and there are way too many scenes were people talk endlessly about Southern manners. Also seeing all the black slaves so happy and singing is a bit hard to take. But the direction by William Wyler is excellent. He directs in a way that makes you part of the action (especially in the ball sequence and a duel at the end). Best of all is Davis. Her performance is superb--when she's on screen you can't take your eyes off her. She won a well-deserved Best Actress Oscar for this. Also Fay Bainter is excellent as her long-suffering aunt--she won Best Supporting Actress. All the acting is good except for Henry Fonda--he's so stiff and dull--what does Davis want with him? One last complaint--it's not in color. I know there are two reasons for this: 1) the expense and 2) they did tests and Davis looked horrible in color (think about it--how many color movies did she make?). Still, the non-stop compliments about the red dress at the beginning are annoying--the dress looks black! Still, this is worth seeing for Davis, Bainter and the direction.