Brand New 4K Restoration from the 35mm Nitrate Negative & Positive Separations! In the years just preceding Waterloo, best friends Becky Sharp (Miriam Hopkins, Trouble in Paradise) and Amelia Sedley (Frances Dee, I Walked with a Zombie) graduate from Miss Pinkerton’s Academy for Girls. The wealthy Amelia invites the penniless Becky into the bosom of her family home while the manipulative Becky plots her climb up the social ladder. Entirely lacking in scruples and unhampered by conscience or morality, Becky ascends to the very pinnacle of society, crushing anyone who stands in her path. Set against the backdrop of the Napoleonic Wars, Rouben Mamoulian’s (Love Me Tonight, The Mark of Zorro) adaptation of Thackeray’s (The Memoirs of Barry Lyndon, Esq.) epic novel Vanity Fair was the first film to be produced in three-strip Technicolor. Screenplay by Francis Edward Faragoh (Little Caesar, Frankenstein) and co-starring Cedric Hardwicke (The Lodger), Billie Burke (The Young in Heart), Nigel Bruce (Suspicion) and Alan Mowbray (I Wake Up Screaming).