The ABC's of Film Noir
The ABC's of Film Noir

Dark Waters (1944) Classic Movie Review 149

Dark Waters (1944)

Dark Waters (1944)

Must be awful drowning in quicksand. Much worse than water. Water's cleaner at least, faster

Today’s movie is Dark Waters (1944). This movie is hailed as a Gothic Film Noir and I just had to see it. Dark Waters (1944) was directed by André De Toth.  This film is rated 6.5 on[1] and with no Tomatometer percentage this movie is only liked by 40% of the audiences. It’s better than that. Here is a quote that I really like by Glenn Heath Jr., Slant Magazine’s film critic who said:

“Mood dictates narrative in Andre de Toth’s Dark Waters, a hallucinatory jigsaw puzzle set in the deep swamps of 1940s Louisiana that becomes a perfect breeding ground for noirish shadows and deceptive wordplay … Dark Waters ends with multiple dead bodies sinking into the bayou and Leslie directly confronting what one character calls her ‘persuasion complex.’ The bravura finale through the oozing locale is a stunner, and despite some surface romance that feels a bit forced, the film stays true to its mystically dark mood, a slithering distant cousin to Tourneur’s I Walked with a Zombie [date added 1943]”[2].

We will look at whether this movie is a Film Noir or not at the end. So, let’s move on to the actors.



We have a strong crop of returning cast beginning with Thomas Mitchell who was first covered in Episode 53- It’s A Wonderful Life (1946). Mitchell played the role of Mr. Sydney, a shady character.

Elisha Cook Jr. played the very creepy Cleeve. Did he play anything else? Cook was first covered in Episode 100 – The Maltese Falcon (1941).

John Qualen was in the role of quite Uncle Norbert. Qualen was first discussed in Episode 66 – The Man Who Shot Liberty Valence (1962).

Rex Ingram had a small but important role as fired plantation worker Pearson Jackson. Ingram was first covered in Episode 25 – Sahara (1943).

Alan Napier played an uncredited and unnamed Doctor. I only mention his because he was the butler Alfred on “Batman” 1966-1968. Napier was covered in Episode 82 – Big Jim McLain (1952).


Merle Oberon played the submarine attack survivor, Leslie Calvin. This beauty was born in Bombay, now Mumbai, India in 1911. Her father was English and her mother was from Ceylon, now Sri Lanka. Using her birth name, Estelle “Queenie” Thompson, was educated in India until she was 17, at which time she moved to London. For about three years she played a series of bit parts. She was finally given a larger role in Men of Tomorrow (1932) and then a major role in The Private Life of Henry VIII (1933). It was for this second role that she changed her name from Queenie Thompson to Merle Oberon. Following her role in The Scarlet Pimpernel (1934), she was called to Hollywood. By the time she was in America, she had another British film hit with Vagabond Violinist (1932). She did very well in the 1930s including a role in The Dark Angel (1935) which led to her Oscar nomination as best actress. She did not win but is still the only Asian woman to have been nominated in this category. As a side note, early on she was presented as being from Tasmania, Australia. She even introduced her mother, who lived with her, as the maid.

Other important films during this period include These Three (1936), Over the Moon (1939), The Divorce of Lady X (1938), and Wuthering Heights (1939). The 1940’s were very good to her and she appeared in 15 films. These films include wartime fares such as First Comes Courage (1943), suspense like The Lodger (1944), and gothic Film Noir such as Dark Waters (1944). After Berlin Express (1948) her film roles began to slow.  Her later films include The Lady from Boston (1951), Désirée (1954), Of Love and Desire (1963), and finally Interval (1973). She retired and lived until 1979, when she died of a stroke at the relatively young age of 68.

Dark Waters (1944)

Dark Waters (1944)

Franchot Tone played Dr. George Grover. Tone was born in Niagara Falls in 1905. Tone’s family was wealthy and he attended The Hill School in Pennsylvania before graduating to Cornell University. He graduated in 1927 and then became very active in theater. He made his Broadway debut in 1929. He later joined the Group Theater in New York under Lee Strasberg. In 1932, he made the move to Hollywood. His first film was The Wiser Sex (1932). He made Today We Live (1933) where he met future wife Joan Crawford.

Tone was more interested in theater than Hollywood. This led to his first divorce and his slow relegation to second leading man. He still had important roles such as The Lives of a Bengal Lancer (1935) and Mutiny on the Bounty (1935) with Clark Gable and Charles Laughton. Since all three of these men were nominated for the best actor Oscar, the category of bethe st-supporting actor was created.

Tone jumped back and forth between stage and screen. He began producing his own films, and some of the notables are Phantom Lady (1944) and the Film Noir The Man on the Eiffel Tower (1950) which was directed by his friend Burgess Meredith.

After his second divorce, Tone became involved with and married actress Barbara Payton. Payton was on a downward slide that would eventually lead to homelessness and prostitution. Tone was beaten by another boyfriend of hers, b-actor Tom Neal. This marriage only lasted a few weeks.

Through the 1950s, Tone worked in television and theater. He returned to the screen and did a great job as a dying president in Advise & Consent (1962), which was directed by Otto Preminger. His final film was Nobody Runs Forever (1968). Tone died in 1968.


The movie begins with a newspaper run showing that the wealthy daughter of a Batavian oil man has survived a Nazi submarine attack and is in New Orleans. First, where is Batavia, probably the Dutch East Indies, and second, Damn Nazis!

Leslie Calvin (Merle Oberon) is a little crazy from the experience of being sunk and surviving in a lifeboat for a long time as people starved and died. She is under the care of an unnamed doctor (Alan Napier) of Batman fame. Dang Alfred was a good-looking dude when he was young. The doctor asks her what her plans are. The only relatives she has are her mother’s sister Aunt Emily (Fay Bainter) and her husband Uncle Norbert (John Qualen). The doctor writes to their New York address for Leslie. After some time a letter comes from her aunt and uncle with a postmark from Belleville, Louisiana. Her aunt and uncle are at a rural plantation named Rossignol. They invite Leslie to come and stay with them. It is about 90 miles from New Orleans.

Leslie takes the train to Belleville but no one is waiting to pick her up. The station manager tells her that the plantation is on Bayou Grantere but he has never heard of her aunt and uncle. She waits at the station for a while but eventually passes out from heat and stress. When she awakes she is being tended by a young handsome Dr. George Grover (Franchot Tone). She wants to go back but George says he will take her out to the plantation. Leslie waits at George’s office and he knows about her case from reading the stuff in her purse. She tells him about the sinking and time in the lifeboat.

Dark Waters (1944)

Dark Waters (1944)

George drives Leslie out to the plantation and says he will drop by and see her every day or so. In a flirty way not medically speaking. When they get to the big house they are met by the property manager Mr. Sydney (Thomas Mitchell). Leslie says she sent a telegram but Mr. Sydney says he doesn’t know anything about it. She meets her Aunt Emily and Uncle Norbert. Norbert is an odd bird and is very preoccupied with his hobbies. Leslie hears the phone ring and her aunt says it is not listed under their name. Before George leaves he tells Mr. Sydney that Leslie is in a very fragile condition and should be taken care of.

When Aunt Emily takes Leslie to the room, it has not been cleaned, and she says if she only knew she was coming. Emily blames it on the maid Florella (Nina Mae McKinney). Emily is very concerned with pleasing Mr. Sydney even though he works for her and Norbert.

Downstairs Mr. Sydney is chewing out Florella for the place being dirty. He then throws the telegram from Leslie in the trash. At dinner that night, Leslie meets Cleeve (Elisha Cook Jr.), a helper. Mr. Sydney hears talking in the kitchen and calls Florella out. She says it is just Pearson Jackson (Rex Ingram). Mr. Sydney chastises Florella and says Pearson is not allowed on the property. They grill Leslie for detail of the war and the sinking. Eventually, she breaks down and runs to her room.

Later, Mr. Sydney and Cleeve take Leslie on a tour of the plantation. Of course, they talk about the quicksand and how dangerous it is outside. Cleeve gets a little sexually aggressive towards Leslie and tries to get her in the boat. George shows up just in time to break up the boat trip. She goes and spends the day with George while he makes house calls. They go to the Boudreaux’s house and Leslie is very relaxed around the big Cajun family. They are invited a big Cajun fais do-do, a big public dance, the next night at the Boudreaux home. George accurately says fais do-do means little ones go to sleep. In other words, let the adults party while the children are asleep.

George drops Leslie off and she is told by Mr. Sydney that they are going to the movies. It is just Leslie, Mr. Sydney, and Cleeve. Of course, the Movie-Tone News showing submarine warfare upsets Leslie again. That night she begins to hear creaking in the old house. A lamp by the bed turns itself on and off. Leslie screams for Emily who comes to her aid. Emily gaslights her pretty good and says it’s just the screen door.

Dark Waters (1944)

Dark Waters (1944)

The next morning, Pearson Jackson comes to talk to Leslie. He asks her to find out why he was fired after 12-years when her aunt and uncle came to the plantation. He says Cleeve keeps running him off. Leslie says she will find out why. When Cleeve drives up, Pearson runs away. Later that afternoon, Leslie is taking a nap, like all good southern girls do. When she wakes, Mr. Sydney is in her room. He says he was checking on her and brings her an egg in sherry. A What? According to[3] it is a raw egg with an unbroken yoke in 2-3 ounces of sherry. I’m not really sure if it is for curing a handover or starting you on the way to the worse one ever.

Leslie ends up eating the food Florella made for her in the kitchen. Florella insists that Leslie go to the Fais do-do. George shows up and the others try to keep Leslie from going to the dance. Leslie rears up and decides to go against the crowd’s wishes. Leslie and George have a good time at the party dancing and such. There is some fine Cajun music and dancing in this movie. As they talk, Leslie mentions that her mother was an invalid from birth. George then kisses her and starts talking about marriage. Wait! It’s a little early and what about that doctor-patient thing. Anyway, Leslie freaks and runs into the house vowing never to see George again.

Leslie tells Emily that she can never marry anyone because she thinks she is crazy. She also says she wants to marry him but thinks she should be dead like her parents. She runs to her room but hears a voice calling. She asks Emily if she called but is told no. She goes out on to the balcony and hears someone calling her name in the distance. She goes downstairs and out into the swamp where she has been told not to go. Go back. Stay awake all night with your back against the wall.

In the swamp, she meets Pearson and he says he heard someone calling her name. He says he will find out what is going on. Pearson says they are after her and she should go back to the house. Back in the house, Leslie tries to call George but has to leave a message. Leslie goes to Emily’s room and asks about Mr. Sydney and Cleeve. She rats Pearson out for hearing the voices too. Emily says that her and Leslie’s mother use to go dancing all the time. Leslie knows that Emily is lying.

Cleeve stalks Leslie’s attempts to contact George. Pearson slinks around the edge of the property and talks to Leslie. He says she is in danger and that Emily and Norbert are not her aunt and uncle. She asks Pearson to meet her in the bayou that night. When she gets to the sugar mill, Pearson has been murdered and is laying by the bayou. This is kind of like Scatman Crothers’ role in The Shining (1980). Give the warning and get killed.

Leslie runs blindly through the swamp until she runs into Cleeve. He is creepy as ever. He follows her back to the house. She gets some money and plans to catch a train out of Belleville. She is stopped in the hall by Emily and Norbert. She sees Mr. Sydney waiting downstairs. She sneaks out but is trapped between Cleeve and Emily on the porch. She returns to her room, knowing she is a prisoner.

In the morning, Florella is missing. Leslie is on guard but there is nothing she can do. Finally, the phone rings and it’s George. She invites him out. He says he will be out this evening and she says see you in an hour. Leslie waits for George while the rest of the gang stays close by. George arrives in the afternoon. She rapid fires the story to George and she sounds crazy. Mr. Sydney overhears the conversation. George doesn’t believe her. He gives her a prescription and says he will be back the next afternoon. Leslie seems like she has lost the battle. George tells everything to Mr. Sydney. When she gets back to her room, Leslie reads the prescription and it is a note from George saying they were being listened to and he will be back with help and he loves her.

George lays it on thick with Mr. Sydney about how fragile Leslie is and that she must be moved to a hospital. Mr. Sydney hitches a ride with George to the field office. That night, Mr. Sydney, Emily, and Norbert are downstairs. Norbert starts to renegotiate the deal as Emily calls him Pinky and he calls her May. Emily pretends that she didn’t know Leslie was going to be hurt. They try and quit the scam. Mr. Sydney says there is no getting out now. He also says he murdered the Lamont’s, Leslie real aunt and uncle. Finally, Mr. Sydney orders May to bring Leslie down.

Dark Waters (1944)

Dark Waters (1944)

Cleeve is out in the swamp at the sugar mill. He is drinking heavily and has George tied up to a grindstone. George starts to get into Cleeve’s head. Mr. Sydney shows up with Leslie. Mr. Sydney takes Cleeve’s booze away and the small seed that George planted is growing. Of course, in the grand tradition of bad guys, Mr. Sydney explains his plan to George. George starts asking him if he is going to cut Pinky, May, and Cleeve in on the money.

Cleeve starts getting paranoid. Mr. Sydney has Cleeve untie George and put him and Leslie in a boat. George keeps working on the drunk Cleeve. They drive out into the middle of the swamp. On the side of the boat, it says Higgins Boat. So, I have to put the murder on hold and go off on a side story.

During World War II, the military began looking for a shallow draft boat they could use to make beach landings. They found Andrew Higgins in New Orleans. He made shallow draft boats for timber and oil business or perhaps liquor smuggling in the spirit of Jean Laffite, in the shallow swamps of Louisiana. Although not a successful businessman, he was said to pay and promote regardless of race or sex. This was pretty unique for the 1930s in the rural south. Anyway, he got the contract by 1938 and made the famous boats that took our troops ashore from D-Day to Okinawa and everywhere in between.

General Dwight D. Eisenhower, the Supreme Allied Commander, said of Higgins and his boats:

“Andrew Higgins … is the man who won the war for us. … If Higgins had not designed and built those LCVPs, we never could have landed over an open beach. The whole strategy of the war would have been different.”[4]

So, if you are ever in New Orleans, go to Andrew Higgins Blvd. and see where the factory was located. What you will find there is the National World War II Museum and it is worth your time. Damn Nazis!

Anyway, there was a movie being summarized. Cleeve says he won’t do the killing. He makes Mr. Sydney throws his gun overboard. As soon as he moves, George attacks the two men. Leslie and George go overboard and hides in the Lilly pads. Mr. Sydney shoots but to no avail. Cleeve runs over them, but hey, shallow bottom boat. Leslie is bumped but okay. George manages to get her ashore with Mr. Sydney still firing at them. Cleeve and Mr. Sydney go ashore. Eventually, Cleeve starts screaming and runs blindly into the swamp. He falls into quicksand. As a child, didn’t you think quicksand would be a bigger problem? Anyway, Mr. Sydney lets him die rather than give the gun to George. George says he is the only one that knows the way out of the swamp. George bluffs Mr. Sydney into giving up his gun. George takes him out at gunpoint. Leslie drives the boat and George tells her there is nothing to be afraid of now. She says she is alright and smiles.

Dark Waters (1944)

Dark Waters (1944)

Is this a Film Noir? Using the seven elements described by Dr. Edwards in a Film Noir class I took,  I will look at this film and determine which elements work and which do not. In the end, I will make a determination whether this film should be classified as a Film Noir or not.

  • Element 1 – Postwar anxiety and societal malaise – It has this after Leslie’s experience with the U-Boat.
  • Element 2 – Guilt and dread – Leslie feels she should be with her parents and has a general foreboding.
  • Element 3 – Psychoanalysis and trauma – It has this as they try to get inside Leslie’s head
  • Element 4 – Criminality and the limits of rational investigation – Criminals, check, femme fatale, no
  • Element 5 – Existential despair – Leslie is trapped and does not know what to fear
  • Element 6 – The inability to separate truth from lies – It has this
  • Element 7 – The role of women in postwar society – Not so much. But it has the lighting, the shadows, the criminals, despair, hopelessness, moral ambiguity, smoking (but not enough). It doesn’t have cops, detectives, or Femme Fatales. But I would say it has its feet across the Film Noir line.

World-Famous Short Summary – Girl takes a long boat trip and meets a nice boy

I hope you enjoyed today’s show. I really appreciate you spending the time listening. You can find connections to social media and email on my site at There are links in the podcast show notes as well. Remember this show is completely free and independent. All I ask is that you jump over to Apple Podcast and give me a review. It really helps the show get found.

Beware the moors

[2] Heath Jr., Glenn, Slant Magazine, film review, January 28, 2011. Accessed: July 4, 2013

Dark Waters (1944)

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