As I watched one of Orson Welles' last contributions to Hollywood as a filmmaker, I knew I was watching a great movie unfold, though at times I did not know why. The story in The Lady from Shanghai has the prime elements of a film-noir: average-Joe lead, femme fatale, conspicuous supporting characters, and a comprehensible if somewhat convoluted plot structure. It is an entertaining ride, and it's filled to the brim with Welles' unique gifts as a director, but there are scenes that tend to just not work, or don't feel complete in what was Welles' full vision (the latter is unfortunately too true- executive producer Harry Cohn and the Columbia execs are to blame for that).<br /><br />Welles co-stars with his then wife, the profoundly gorgeous Rita Hayworth, as Mike O'Hara, an Irish worker who can and does get angry at the right people. Hayworth is Mrs. Bannister, married to Mr. Bannister (Everett Sloane, who played Mr. Bernstein in Citizen Kane), who is accompanied by a friend Mr. Grisby (Glenn Anders, who has great control in his eyes). They want to go sailing on their yacht and take O'Hara along for the ride, and at first he's reluctant, but agrees since he's falling for the married Mrs. As their journey unfolds, O'Hara finds that Bannister and Grisby are not pleasant to be around, and more so with Grisby, who at first seems out of his gourd. Yet as the plot unfolds, O'Hara is drawn into a scam that Grisby is planning for insurance money, with results that I dare not reveal (although they have been discussed over and over by others).<br /><br />Whatever liabilities pop up here and there in the mystery part of the story (and those few noticeable moments where shots were studio dictated), the performances and the look of the film are what remains striking after over fifty-five years. Though he doesn't have the terrific Greg Tolland (Kane's DP) at his side, dependable Charles Lawton Jr. assists Welles in creating an atmosphere that is both elegant and stark, covered in shadows, deep focus, low angles, the works. A particular accomplishment is the fun-house mirror scene, which is merely a highlight among others. Welles himself is always dependable as an actor- even if his accent isn't anything special- and Hayworth herself makes a scene a little more lush, despite her path in the story. <br /><br />The Lady from Shanghai is worth checking out, especially for Welles, Hayworth, or film-noir buffs (fans of the Coen brothers might find this fascinating as well). It may just take a little while, repeat viewings (as was for Touch of Evil), for the underlying motives in the plot to sink in.