Vanity Fair (2004 film)

Vanity Fair is a 2004 historical drama film directed by Mira Nair and adapted from William Makepeace Thackeray's novel of the same name. The novel has been the subject of numerous television and film adaptations. Nair's version made notable changes in the development of main character Becky Sharp, played by Reese Witherspoon.

Vanity Fair
Theatrical release poster
Directed byMira Nair
Produced byJanette Day
Screenplay by
Based onVanity Fair
by William Makepeace Thackeray
Music byMychael Danna
CinematographyDeclan Quinn
Edited by
  • Allyson C. Johnson
  • Nishikesh Mehra
Distributed by
Release date
  • September 1, 2004 (2004-09-01) (United States)
  • January 14, 2005 (2005-01-14) (United Kingdom)
Running time
141 minutes
  • United Kingdom
  • United States
Budget$23 million
Box office$19.4 million

The film received several awards and nominations, including being nominated for the Golden Lion at the 2004 Venice Film Festival.


In 1802 England, Becky Sharp, the orphaned daughter of an impoverished painter, has just finished her studies at Miss Pinkerton's School for Girls and has been offered a position as governess to the daughters of Sir Pitt Crawley. Before she begins her position she travels to London with her close friend Amelia Sedley to stay with the Sedley family. While there she begins a campaign to charm Amelia's awkward and overweight brother "Jos" Sedley, a wealthy trader living in India. Jos becomes smitten with Becky and comes close to proposing marriage to her, but is dissuaded by Amelia's snobbish fiancé George Osborne, who reminds him that Becky has no dowry and comes from a poor family.

Having failed in her efforts to find a rich husband, Becky travels to take up her post. She is horrified by the dilapidated house and her lecherous new employer Sir Pitt, but applies herself diligently to teaching his two young daughters and improving the house in preparation for the visit of Sir Pitt's half-sister Miss Crawley. Accompanying her is Sir Pitt's youngest son, Rawdon Crawley, a roguish army captain, who immediately takes a fancy to Becky. Becky manages to ingratiate herself with the crotchety Miss Crawley, so much so that the old lady invites Becky to come and live with her as a companion in London.

Meanwhile, Amelia's prospective father-in-law, Mr. Osborne, is trying to arrange a more advantageous marriage for his son George. When George refuses to countenance marrying his father's candidate, Mr. Osborne calls in the debts which Mr. Sedley owes to him, bankrupting the family and obliging George to break the engagement to Amelia. Amelia, now living in squalor with her family, remains hopeful that George will come for her, deluding herself when she receives the gift of a piano from George's loyal friend Dobbin into thinking that it is from George himself.

Becky seduces Rawdon Crawley and the two marry secretly, though they are soon exposed to Miss Crawley, who expels Becky from her house in anger and disinherits Rawdon. George Osborne marries Amelia in rebellion against his father, and is soon after deployed with Dobbin and Rawdon to Belgium as part of the Duke of Wellington's army, because Napoleon has escaped Elba and invaded France. Becky and Amelia decide to accompany their husbands. The newly-wedded Osborne has already grown tired of Amelia, and he begins to make romantic assignations to Becky. The lavish ball the group are attending is interrupted by an announcement that Napoleon has attacked, and the army will march in three hours. Before he leaves, Rawdon gives Becky all the money he's won at cards and the next day Becky tries to flee the city. However, when she sees Amelia in the fleeing mob, she leaves her carriage to take Amelia back to Brussels, where they wait out the battle.

In the ensuing Battle of Waterloo, George is killed and Rawdon survives. Amelia bears him a posthumous son, who is also named George. Mr. Osborne refuses to acknowledge his grandson. So Amelia returns to live in genteel poverty with her parents. Now-Major William Dobbin, who is young George's godfather, begins to express his love for the widowed Amelia by small kindnesses. Amelia is too much in love with George's memory to return Dobbin's affections. Saddened, he transfers to an army post in India. Meanwhile, Becky also has a son, also named after his father.

Several years pass. Rawdon has been passed over for inheritance by both his aunt and father, and the couple are sinking deep into debt. Amelia herself struggles to raise her son and reluctantly gives him up to be raised by his grandfather Mr. Osborne, because of the fine education and lifestyle he can provide. When bailiffs arrive to repossess the Crawley's household furniture, Becky is saved by her neighbor Lord Steyne, a man she remembers from the past as a keen buyer of her father's paintings. Lord Steyne becomes her patron, giving her money and introducing her into the exclusive world of London high society.

On the night of her triumphant presentation to the King of England, George IV, Becky receives word that Rawdon has been arrested and thrown into debtors' prison. Lord Steyne insists that she spend the night with him in return for all the services he has rendered her, and Rawdon, after being bailed out by his sister-in-law, walks in on Steyne forcing himself upon Becky. He throws Steyne out and realizes that Becky has been taking money for months in secret without sharing with him. He leaves Becky and entrusts the care of his son to his older brother, the new Sir Pitt and his wife.

Twelve years later, Becky is working as a card dealer at a casino in Baden-Baden, Germany. It is revealed that Rawdon died from malaria soon after leaving Becky, when he was posted to a tropical island under the malign influence of Lord Steyne. By chance Becky encounters the now grown son of Amelia, George Jr., who invites her to meet his mother for tea. Mr. Osborne finally accepted Amelia at the end of his life, and left her and George Jr. a large inheritance. Becky confronts Amelia over her obsession with the late George, showing her a love note given to her many years earlier by him. She urges Amelia to love Dobbin, who has remained her loyal friend for many years. Although at first angered, Amelia realizes her mistake and declares her love to Dobbin.

Alone again in the casino, Becky meets Jos Sedley, who has come to Germany after being informed by Amelia that Becky was there. He invites her to come and live in India with him, and she delightedly accepts. The two depart to make a new life for themselves.



The film adaptation of Vanity Fair had been in development for over 10 years, with writers Matthew Faulk and Mark Skeet working on the screenplay. Mira Nair became attached to the project in 2002 and scrapped most of the initial screenplay. She brought Julian Fellowes in to rewrite the film; he agreed with her that the character of Becky Sharp should be made more sympathetic than in the novel.[4] The ending was also changed, with Becky journeying to India with Joseph Sedley. The film had a budget of $23 million and originally was supposed to be in pre-production for 18 weeks. However, Reese Witherspoon became pregnant so it was necessary to speed up both pre-production and filming. Vanity Fair was shot in Bath, Kent, the Chatham Dockyard,[5] and at Stanway House in Gloucestershire.[4]


Critics gave the film mixed reviews. On review aggregator website Rotten Tomatoes, the film holds an approval rating of 51% based on 167 reviews, and an average rating of 5.8/10. The website's critical consensus reads, "A more likable Becky Sharp makes for a less interesting movie."[6] On Metacritic, the film has a weighted average score of 53 out of 100, based on 41 critics, indicating "mixed or average reviews".[7]

Stephen Hunter of The Washington Post gave a positive review, calling the movie "Mira Nair's fine movie version of the 1848 book, in all its glory and scope and wit."[8] In the Charlotte Observer, Lawrence Toppman commented that "The filmmakers have wisely retained the main structure of the book" and that "The cast is uniformly good, even when dealing with sudden mood changes forced by the screenwriters' need to move forward."[9] Meanwhile, Lisa Schwarzbaum, in her review in Entertainment Weekly, rated the film a B-, and added that "The dismaying switcheroo in director Mira Nair’s adaptation ... that Botoxes Thackeray’s riotous, unruly masterpiece, is that this "Vanity Fair" is, indeed, genteel and inoffensive. In fact, it borders on perky – a duller, safer tonal choice for the story of a conniving go-getter whose fall is as precipitous as her rise."[10]


Mira Nair, the director of the film, searched for good Indian musicians to compose a song for the album, and finally selected the trio Shankar-Ehsaan-Loy at the last minute. She showed them a rough footage of the situation she wanted them to compose for, which was the last few sequences of the film. The trio used tabla and several other Indian musical instruments for the song, without any synth, to give it an ethnic feel.[11] The song was sung by Shankar, accompanied by Richa Sharma and Jerry McCulley of Celtic Instruments described the song as "a sprightly duet",[12] while SoundtrackNet said the "aforementioned upbeat vocal number Gori Re" is enjoyable in its own way for one who enjoys Indian musical styles.[13]

Track #SongArtist(s)MusicDuration
1"She Walks in Beauty"Sissel KyrkjebøMychael Danna1:59
2"Exchange"Nicholas DoddMychael Danna2:10
3"Becky and Amelia Leave School"Nicholas DoddMychael Danna1:26
4"The Great Adventurer"Custer LarueMychael Danna2:05
5"Becky Arrives at the Queen's Crawley"Nicholas DoddMychael Danna1:43
6"Andante"Nicholas DoddMychael Danna1:08
7"No Lights after Eleven"Nicholas DoddMychael Danna2:48
8"Adagio"Nicholas DoddMychael Danna1:35
9"I've Made up My Mind"Nicholas DoddMychael Danna0:28
10"Ride to London"Nicholas DoddMychael Danna2:03
11"Becky and Rawdon Kiss"Nicholas DoddMychael Danna2:00
12"Sir Pitt's Marriage Proposal"Nicholas DoddMychael Danna1:38
13"I Owe You Nothing"Nicholas DoddMychael Danna1:14
14"Piano for Amelia/Announcement of Battle"Nicholas DoddMychael Danna3:11
15"Time to Quit Brussels"Nicholas DoddMychael Danna2:37
16"Waterloo Battlefield"Nicholas DoddMychael Danna1:28
17"Amelia Refuses Dobbin/The Move to Mayfair"Nicholas DoddMychael Danna2:03
18"Now Sleeps the Crimson Petal"Custer LarueMychael Danna2:45
19"Steyne the Pasha"Nicholas DoddMychael Danna1:11
20"El Salaam"HakimMychael Danna1:33
21"The Virtue Betrayed"Nicholas DoddMychael Danna0:38
22"Rawdon's End"Nicholas DoddMychael Danna0:46
23"Dobbin Leaves Amelia"Nicholas DoddMychael Danna1:06
24"Vanity's Conqueror"Nicholas DoddMychael Danna1:13
25"Gori Re (O Fair One)"Richa Sharma, Shankar MahadevanShankar-Ehsaan-Loy4:26


Year Award Category Recipient Result
2004 Venice Film Festival Golden Lion Mira Nair Nominated
2005 Satellite Award Best Art Direction and Production Design Maria Djurkovic and Tatiana Macdonald Nominated
Best Costume Design Beatrix Aruna Pasztor Won
London Critics Circle Film Awards British Supporting Actress of the Year Eileen Atkins Nominated


  1. Cook, Emma (January 14, 2005). "Hunter The Fox". London Evening Standard.
  2. Vena, Jocelyn (April 18, 2011). "Robert Pattinson Says Playing Reese Witherspoon's Love Interest Was 'Bizarre'". MTV. Retrieved July 26, 2011.
  3. Ryan, Mike (April 22, 2011). "Is Robert Pattinson on Team Jacob in Water for Elephants? (and 24 Other Urgent Questions)". Vanity Fair. Retrieved July 26, 2011.
  4. Muir, John Kenneth (2006). Mercy in Her Eyes: The Films of Mira Nair. Applause. pp. 208–20. ISBN 978-1-55783-649-6.
  5. Kent Film Office (August 31, 2004). "Kent Film Office Vanity Fair Film Focus".
  6. "Vanity Fair (2004)". Rotten Tomatoes. Fandango Media. Retrieved March 13, 2018.
  7. "Vanity Fair Reviews". Metacritic. CBS Interactive. Retrieved March 13, 2018.
  8. Hunter, Stephen (September 1, 2004). "'Vanity Fair': The Empire, Richly Painted". The Washington Post. Retrieved May 27, 2010.
  9. Movie: Vanity Fair
  10. Connor, Frank (September 1, 2004). "Movie Review: Vanity Fair". Entertainment Weekly.
  11. "The Indian melody in Vanity Fair". Retrieved July 1, 2011.
  12. McCulley, Jerry (August 31, 2004). "Vanity Fair soundtrack review". Celtic Instruments. Retrieved July 1, 2011.
  13. Other reviews by Brian McVickar (September 15, 2004). "Vanity Fair Soundtrack". SoundtrackNet. Retrieved July 1, 2011.
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