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Flesh and Fantasy is a rare forties Hollywood attempt at an art film, and while I cannot say it's wholly successful, it's a good try. Directed by the highly esteemed French director Julian Duvivier and produced by the highly esteemed French actor Charles Boyer, it consists of three stories of the supernatural, told to Robert Benchley, in a framing device, in what appears to be a men's club.

The first tale concerns a homely girl who is turned beautiful by the power of a mask sold to her by a strange little shopkeeper. It's a slight, lovely fable, well-acted by Betty Field and Bob Cummings. In the second story we find Edward G. Robinson in London, where a fortune teller reveals to him a fate he tries vainly to escape. The third segment, despite the presence of Charles Boyer and Barbara Stanwyck, is rather mediocre, and concerns predictions in a circus setting. Of these three tales the middle one, an adaptation of an Oscar Wilde story, is by far the best; it is also visually the most appealing.

Duvivier brings a Gallic gentility to the film, and his compositions are excellent and always fastidious. One gathers that the movie must have been a labor of love for producer Charles Boyer. All the actors are in top form, and the picture does not at all feel like a product of the Universal studio of this period.

Flesh and Fantasy is one of several wartime movies that dealt with the issues of death and fate, which were obviously hanging heavier than unusual on peoples' minds in those days. Off the top of my head I can think of Here Comes Mr. Jordan, I Married a Witch, A Guy Named Joe, Between Two Worlds, The Uninvited and The Picture Of Dorian Gray. Death, rather than dying, was a feature of most such films, which as a rule steered clear of anything grisly, which is to say reminiscent of battlefields. Flesh and Fantasy is quite good at this. With its soft chairs, cobbled streets and a convincing London bridge thrown in for good measure, it makes facing up to one's fate feel as comfortable and delicious a proposition as attending a masquerade ball.

The inevitability of Fate and the mysterious movements of Destiny control our FLESH AND FANTASY.

Director Julien Duvivier, in a follow-up to his previous TALES OF MANHATTAN (1942), crafted this new & intriguing sequential film. The emphasis, this time, is on the supernatural and precognition. In spite of the film's homilies about the ultimate power of personal responsibility, the movie is in reality about nothing more than providing some suspenseful entertainment for its audience.

The three sequences are tied together by Robert Benchley, in his famous character of Doakes, who is shown the stories in a book at his men's club in an attempt to help him get over a case of the jitters.

SEQUENCE ONE A bitter, unattractive seamstress (Betty Field) hopes a Mardi Gras mask will help her attract the affections of a young student (Robert Cummings). Edgar Barrier appears as the mysterious mask maker. Movie mavens will spot Marjorie Lord as a desperate client and Peter Lawford as an inquisitive Pierrot, both unbilled.

The most intriguing moments in this sequence happens in the first few seconds, when demons are shown pulling a corpse out of the water, and in the last few, when the viewer sees what is in the mask shop window. Mr. Barrier's voice, honed by years of stage and radio experience, is put to good effect.

SEQUENCE TWO A London lawyer (Edward G. Robinson) is told by a celebrated palmist (Thomas Mitchell) that he will commit a murder. Anna Lee appears as Robinson's fiancée; Dame May Whitty as her gossipy godmother. Wonderful Sir C. Aubrey Smith makes the most of his short role as a saintly cleric. Doris Lloyd plays a grieved widow, and Ian Wolfe a librarian, both uncredited.

Based on a short story by Oscar Wilde, this is the film's most compelling episode. The acting is especially good, with Robinson topnotch and Mitchell turning in a canny performance. The special effects, in which Robinson discourses with his own reflection, are executed very nicely. Notice the mistake in the credits when they refer to Sir C. Aubrey Smith's character as the Dean of Chichester rather than the Dean of Norwalk.

SEQUENCE THREE A circus aerialist (Charles Boyer) has a frightening dream in which he sees a beautiful woman (Barbara Stanwyck)-- and then he meets her. Charles Winninger plays the concerned owner of the circus. Clarence Muse appears unbilled as Boyer's attendant.

The story is slightly silly, but the stars make a fine effort and the high wire scenes, using a double, are indeed suspenseful.

Although not as good as Tales Of Manhattan where some of the anthology episodes leaned toward comedy, Flesh And Fantasy is like three Twilight Zone episodes strung together. Three fair to middle episodes of that show.

By far the best is Edward G. Robinson, a rather self assured gentleman who doesn't believe in any of this supernatural bunk. At a party he gets his palm read by spiritualist Thomas Mitchell who says that his future shows he will commit an act of murder. As the prediction takes over and he gives way to it, his decision than is who to murder that might do him and the world the most good.

The other two are all right and both lean toward romance. Plain girl Betty Field gets a mask of beauty to bolster her self esteem as she meets up with Bob Cummings on Mardi Gras night. A mysterious stranger played by Edgar Barrier in a beard makes it happen for them, but in a most unusual way.

Charles Boyer and Barbara Stanwyck star in the third episode where Boyer is bothered by a persistent dream of falling from the high wire where he does his circus act. He's got an unusual twist in his routine, he plays a man pretending to be drunk on the high wire and his planned stumbling moves make it all the more dangerous. In the dream he meets Barbara Stanwyck who is in the audience. Later on they meet and fall in love. But it ends for them in another unusual way and in fact it might not be the end.

Club members Robert Benchley and David Hoffman read these stories and discuss the supernatural in between stories. Their parts truly could have been dispensed with.

Not the best anthology movie, but all right and the players acquit themselves well, stars and supporters.

And director Julien Duvivier. In the framing story, a nervous man (Robert Benchley) at a private club is told or reads through a series of tales meant to ease his discomfort. In the first tale, a homely woman (Betty Field) wears a magical mask during Mardi Gras to attract her long-sought lover (Robert Cummings). In the second tale, a man (Edward G. Robinson) has his fortune told by a palm reader (Thomas Mitchell), but he doesn't like what he hears. And in the third tale, a high-wire circus acrobat (Charles Boyer) has reoccurring dreams about a mysterious woman (Barbara Stanwyck) and his own demise. Also featuring Dame May Whitty, C. Aubrey Smith, Charles Winninger, Anna Lee, Edgar Barrier, David Hoffman, Eddie Acuff, Marjorie Lord, Peter Lawford, Ian Wolfe, Hank Worden, and Clarence Muse.

French director Duvivier worked in the U. S. during much of the war years. He had a hit in '42 with another anthology film, Tales of Manhattan over at Fox, so this follow-up seemed like a sure bet. He co-produced it with Boyer, which is ironic since the weakest segment to my mind was the last one which featured Boyer. The first segment had loads of atmosphere, and one can see how the blank mask worn by Field inspired the later Euro-horror classic Eyes Without a Face. The second segment, featuring Robinson and Mitchell, is the most like an episode of The Twilight Zone, and it also has excellent camerawork. The last segment isn't bad, but it seems to be the least inspired, and suffers a bit from dated effects work during the many high-wire scenes.

An interesting story concerns the original version of the film, which did not have the humorous framing story featuring Robert Benchley. Rather it began with another tale, this one focusing on a fugitive murderer (Alan Curtis) who runs into a farmer (Frank Craven) and his blind daughter (Gloria Jean). This segment ended with the killer dead and floating down a river. Preview audiences loved it, but for some reason it was removed from the film and the new framing device added. However, each story bleeds into the next, so even in the released version, the story with Field and Cummings begins with Mardi Gras celebrants finding the dead body of the killer from the deleted story in the river. Universal later used the removed footage, padding out the running time and changing the ending, ultimately releasing it as Destiny in 1944.

Doakes (Robert Benchley) is read 3 stories to help in his decision as to whether or not to believe in fate or dreams.

In the first story, its "Mardi Gras" and everyone is wearing masks and costumes. Henrietta (Betty Field), is depressed as she is ugly and is about to drown herself when a stranger (Edgar Barrier) appears. He leads her to a mask shop and tells her to pick a mask and join the festivities on condition that she return at midnight. She goes out and meets with Michael (Robert Cummings) who she has loved from afar for a considerable time. Wearing her mask, she enjoys a few hours with him before returning to the mask shop at midnight. However, Michael has followed her......

In the second story, a palmist (Thomas Mitchell) is predicting events with astonishing accuracy at a soirée at the house of Lady Pamela (May Witty). Marshall (Edward G Robinson) sees that the palmist is not being honest with him and goes to his house to insist that he tells him the truth about what he can see. He warns Marshall that he will kill someone. The rest of the tale is played out with Marshall struggling with his conscience as he picks victims to kill.....

In the third story, a tightrope-walker (Charles Boyer) has a dream that during his act he falls from the wire while staring at a woman (Barbara Stanwyck) that he has never met. The dream prompts him to cancel the dangerous part of his act. On his way over to America he meets the woman on the boat and they fall in love. He asks her to attend his next show which she does. What happens....?...........

It is well-acted and I liked the first 2 stories in particular. The only dodgy part to the 1st tale is in believing that Henrietta is ugly - she just isn't! In the 2nd tale, Edward G Robinson is very good as he reconciles himself to his fate and delivers some funny lines along the way. There is also good support from the Dean (C Aubrey Smith). The 3rd story develops at a slower pace than the previous two and has an ambiguous ending.....

Its a film that you remember once it has finished.