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As I watched the opening credits, I was surprised to see that this Falcon movie was actually based on the Raymond Chandler book "Farewell, My Lovely"--which I'd seen twice before in the forms of MURDER, MY SWEET (1944) and FAREWELL, MY LOVELY (1975). What particularly surprised me about this is that was a originally Philip Marlowe story, NOT a Gay Lawrence (a.k.a. "The Falcon") film. Now Raymond Chandler purists might balk at this, but the film actually compares reasonably well to these later films--even with a leading man who is so unlike the hard-boiled detective, Marlowe. While the settings were "classed up" quite a bit compared to the novel, the overall plot is still there with only a few minor changes (such as at the very end and the disposition of "Velma"). Additionally, Allan Jenkins, Lawrence's lady friend and the cops were integrated into the original plot.

Now if you were going to rate this film, you can't really compare this RKO B-film to the two later higher budget films. The later films are more faithful to the book, but they also have the advantage of being made AFTER Chandler became more famous--and when producers would have never considered getting rid of the Marlowe character. And, while some might be very critical of the lower budget THE FALCON TAKES OVER, if you compare it to other B-detective series films of the day (such as Boston Blackie, Charlie Chan or The Lone Wolf), it is clearly superior--mostly due to the basic foundation laid by Chandler. Plus, George Sanders is his usual affable and suave character--a guy that's hard not to like even if he isn't as jaded and tough as Marlowe.

For lovers of the B-movie genre, this is an exceptional and engaging film--significantly better than the later Tom Conway films in the series. In fact, aside from 'the earlier THE GAY FALCON, it might just be the best in the series.

Put this one in the same category as "Satan Met a Lady". An amusing way to kill some time for hard-core fans (of Chandler or Hammett), but so far from "essential" that you can't even see the road back to "essential".

I guess that we have "The Thin Man" to blame for all this. The success of that movie (and franchise) must have inspired every movie studio out there to create their own version of the suave, wise-cracking society detective.

It terms of the source material, it's kind of a "mystery" to me (sorry) why they even felt it necessary to borrow part of the plot from "Farewell, My Lovely". The movie is only 65 minutes long, so you barely get past the first visit to Amthor (the psychic) and things are starting to wrap up. That's only about 1/4 or maybe 1/3 of the way through the original novel -- and most of what *is* taken from the novel had to be twisted around to fit the characters in this movie -- so you get none of the classic Chandler material about Santa Monica (excuse me, "Bay City"), the sanitarium, the gambling boat, etc, etc, etc. Also, the whole setup with Lindsay Marriott coming in to ask the detective to accompany him to his payoff is pretty absurd when the main character is a society bon vivant who solves crimes in his spare time rather than a professional private investigator. It seems to me like it wouldn't have been that much harder to just write a new mystery (or adapt some less incongruous one) but I guess that starting with "Farewell My Lovely" allowed them to finish the script for this movie in, say, twenty minutes instead of an hour.

So there's nothing "noir" about this movie at all; it's really only for hard-core fans of Chandler's writing or light 30s/40s mystery/comedies, but it's a fun way to pass some time on a rainy Sunday afternoon.

Comparing this film to Chandler's novel or to Murder My Sweet - and I'm a huge fan of both - is pointless. This 'Falcon' is a terrific 40s programmer, and I enjoyed seeing how plot elements and characters from the novel were whipped up into a frothy and fun comedy. I've read all the bios on Chandler and knowing he loathed Hollywood, he probably loathed what RKO did to his magnum opus, but Falcon fans, and me, liked it. This is my first Falcon film, watched only because Lynn Bari played the female lead. My interest in seeing Bari's films comes from reading her superbly wonderful biography, 'Foxy Lady', and Bari is terrific here as the investigative reporter who could have solved this mystery all by herself. I've always liked George Sanders, and he doesn't disappoint. The Velma actress had the right vampish allure, but her hairstyle is jarring and I got distracted wondering why RKO didn't borrow Metro's Guilaroff to fix her wig. I laughed a lot at the comedians - Jenkins, Gleason and his sidekick, the Falcon's valet. All in all, I had a very enjoyable Saturday night at the movies.

Anyone who has seen the definitive Edward Dmytryk film noir `Murder My Sweet' (1944) will blanch at this low-budget Falcon version of Raymond Chandler's 1940 `Murder My Lovely.' Life is not fair – more viewers will have seen the subsequent performance of Dick Powell as detective Philip Marlowe than George Sanders efforts as Gay Lawrence. These films are simply not comparable although they are based on the same novel. And it isn't that Dmytryk never made Falcon-class films – he directed `The Falcon Strikes Back' in 1943. It is just that `The Falcon Takes Over' comes nowhere near the superior `Murder My Sweet' and thus anyone who has seen both versions will be disappointed.

Director Irving Reis was teamed with George Sanders on the first three of the Falcon films – this one being the last appearance for both in the series. George Sanders especially disappointed me – he has done better in this type role and I am pre-disposed to like anything that he has done. Ward Bond does a good job at playing the hulk Moose Malloy – but anyone who has seen Mike Mazurki will not be as impressed. Allen Jenkins does well as faithful sidekick Jonathan 'Goldy' Locke but in the Tom Conway Falcon series, Edward Brophy is a good substitute. James Gleason is always good as the policeman in charge.

See this to compare or to round out your viewing of the Sanders Falcon series.

Ward Bond is Moose Malloy, deranged escaped convict searching for a one time girlfriend named Velma. Drawing considerable noisy attention to himself, the Moose tracks down a shady night club manager who seems to know something—but is quickly murdered. That's just the beginning of a complicated plot that includes seedy characters, dimly lit locales, and more questions than answers.

George Sanders is excellent as Gay Lawrence—also known, of course, as the Falcon. Sanders handles the picture's serious mystery elements with gravity and style. He also manages to fit into the other half of the plot, which is essentially comic relief provided by the Falcon's right hand man Goldie Locke (Allen Jenkins) and the usual bickering police duo (James Gleason and Edward Gargan as exasperated inspector and dumb assistant detective).

Lynn Bari is fine as the female in the case – unexceptional but solid as the usual plucky girl that the Falcon teams up with. She and Sanders exchange some decent banter: "You believe me, don't you?" she asks at one point. "I like you," he answers, "which is much more important."

Easy viewing for fans of series mysteries, with Sanders' strong performance standing out.