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"Is This the Couch of a Countess?"

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"IS THIS the couch of a countess? Is this the couch of a princess? Oh, no tra-la, tra-la, tis only the couch of a laundress!"

So did the great Gladys George, as Madame DuBarry, bristle during her opening scene in 1938's lavish MGM epic, "Marie Antoinette."

Insulted by the Duc D'Orleans' note, pinned to her chaise, she finally screamed, "And blast your eyes, I was never a laundress, I was a milliner!" (Actually, she was a whore, but Louis XVI didn't mind, so why should we?)

•RECENTLY, during a weekend of unrelenting winter, I hunkered down to watch "Marie Antoinette," all two-and -a half hours of glorious black and white, starring Norma Shearer as the ill-fated, unfairly maligned Queen, Robert Morley as the ineffectual Louis XXI and Tyrone Power as Antoinette's true love, Count Axel von Fersen.

What a movie! Of course, it is somewhat fictionalized (Antoinette never told DuBarry: "I have not walked the streets of Paris, but that is something upon which you can enlighten us--royalty always likes an occasional roll in the gutter!") But the facts remain remarkably true to the life and death of Marie Antoinette, based heavily on Stefan Zweig's great biography of the queen--a book still worthy of perusal today.

•THE QUEEN is played by Norma Shearer in perhaps her greatest--and most controversial--performance. Shearer had been one of the few stars to make the transition from success in silents to talking pictures. Garbo was another, as was Joan Crawford, who was wildly resentful of Shearer. Joan considered Norma's climb "easy" because she eventually married MGM honcho Irving Thalberg. (In fact, Shearer was a star before Thalberg took over refining Norma's image. And Joan was nobody to criticize how other people got to the top.)

•NORMA Shearer's style of acting was unusual. She never quite threw off some of the gestures and stances of her silent days. And yet, she had a genuine ability to listen to other actors, inhabit her roles, and use her voice beautifully and naturally. It was a fascinating mix, not always appreciated today.

But in "Marie Antoinette" Norma's occasional affectations work for the character. This is especially true in the first hour when she is the flighty, pleasure mad dauphine, saddled with a lump of a husband who cannot consummate their marriage--for seven years! (She bought a lot hats during this sexually fallow period.) Shearer brings her voice up to a higher register, the better to convey the fact that Marie was young when brought to France--little more than a child. (Shearer manages this vocal trick more successfully than, say Dietrich did, in "The Scarlet Empress.")

•IN THE movie's second half, Shearer drops her voice to its natural and attractively low tones, as the mature monarch, whose husband, the King, remains inept in the ways of ruling. He does at least manage to give his wife a number of children. Shearer, like the real-life Antoinette, is less giddy, becomes more focused on her family, and is increasingly beset by the roiling discontent of the poor people of France. She cannot truly understand their plight--a royal personage since birth--but she is not cruel. (She never said "let them eat cake.")

Norma Shearer uses everything in her arsenal to make moving what could be mawkish--her love scenes with the impossibly beautiful Tyrone Power, for example.

She is harrowing and realistic with material that might be over-the-top in the hands of another--when the revolutionaries come to take her son away, and during Antoinette's final, terrible imprisonment.

There are so many wonderful moments--small ones, that resonate. "I'm sorry you don't see it my way, Louis" she declares-- when Marie decides if she can't have a full marriage, she'll have fun instead. And later, when Axel von Fersen visits her at The Tuileries, where the Royal Family is being held. She whispers: "I've changed," indicating the toll her misery has taken on her beauty. Those two words--wow! (Tyrone Power replies: "Only great suffering could have made you more beautiful." Believe me--it works!)

If one has not already been reduced to a puddle of tears by the time a ravaged Shearer is being displayed in the tumbrel on her way to the guillotine, the final close-up--a memory of young Antoinette, exclaiming, "Just think, mama, one day I shall be queen, queen of France!"-- should do the job.

•OF THE cinematography, incredible costumes (Adrian) and sets there are no adjectives to adequately do them justice. If Versailles wasn't like this, it should have been.

I have come to appreciate Sofia Coppola's anti-romantic 2006 version of Marie Antoinette more than I did upon its release. It certainly shows the soul-crushing etiquette of the French Court, and presents Antoinette as the thin, anxious teenager she was upon arrival in France.

I suppose I was too enraptured by Norma and Tyrone and Gladys George--not to mention the lavish scale of the vintage movie. (Coppola's Versailles looks like what it is now--a museum.)

But if I had to take one "Marie Antoinette" away with me to a desert island, it would have to be the 1938 pinnacle of MGM glamour version.

I could watch Gladys George forever, as she banters with her royal lover--played with oily degenerate charm by John Barrymoore--over breakfast: "Booby, we all know you can crack an egg, if you laid one; that would be an accomplishment!"