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Any English Literature nerd...err, expert could tell you that Vanity Fair is an 1840s classical satire written by William Makepeace Thackeray. This period piece theatrical production will adapt his cynical social commentary for modern audiences. And the movie will star the first lady of literature, Reese Witherspoon. Ooookay.

For those of you who weren't required to take English Lit (or, more likely, slept through class), Vanity Fair is more than just a trendy magazine only for urbanites who have never stepped foot in a flyover state (how can a magazine be 350 pages and have absolutely nothing interesting to read?). Long before being selected as the perfect header for a monthly publication, the work in Vanity Fair was recognized as a satirical achievement almost on a par with Jonathan Swift. None of the other efforts of Makepeace were quite as popular. He's almost but not quite the literary equivalent of a one hit wonder...like a Coolio. He hung around after the big hit, but no one can really explain how or why.

The book and the movie tell the story of Becky Sharp, a birth lottery loser in the strictly class structured 19th century English social system. Using her guile and cunning to defend herself against those who seek to judge her based on class status, Becky manages a relatively satisfactory existence thanks to the assistance of her adopted family, the Sedleys. It is their daughter, Amelia, who is Becky's best friend and counterpart in experiencing all of the ups and downs of the Napoleonic era.

Amelia is bewitched by by a reckless soldier named George Osborne, and she eventually marries him. This romance breaks the heart of the most honorable character in the book, Dobbin. His devotion to Amelia is eternal but the girl is completely blind to his unrequited feelings. For her part, Becky climbs the social ladder gradually by first taking a job as the governess for a repulsive, dirty old man named Sir Pitt Crawley. It is his son, Rawdon, who wins Becky's heart, though.

When Napoleon seeks to conquer the world, both Rawdon and George go off to wage war at Waterloo. Tragically, only one of the husbands returns, leaving his wife widowed and with a young son to raise. It is at this point that the stations of the two girls are readily apparent for all to see. One has climbed in social status while the other was born to it. The wheels of fate and a couple of significant reversals of fortune countermand the societal laws of the day, leaving each woman to an unexpected fate which sends up the flaws inherent in such a rigid class structure.

And it stars Reese Witherspoon! (David Mumpower/BOP)

Vital statistics for Vanity Fair Main Cast Reese Witherspoon Supporting Cast Jim Broadbent, Gabriel Byrne, James Purefoy, Aileen Atkins, Romola Garai, Douglas Hodge, Bob Hoskins, Rhys Ifans, Natasha Little, Geraldine McEwan, Jonathan Rhys-Meyers Director Mira Nair Screenwriter Julian Fellowes Distributor Focus Features Trailer Click Here for Trailer Official Site http://www.vanityfairmovie.com Rating PG-13 Running Time 140 minutes Screen Count 1,051 Talent in red has entry in The Big Picture

Comparison films for Vanity Fair
Title	Date	Opening	Adjusted Opening	Screens	PSA	Adj PSA	Total BO	Adjusted Total	Mult
Gosford Park	1/18/02	3.40	3.53	658	5161.00	5161.0	41.30	42.93	9.57
Emma *	8/30/96	3.06	4.17	725	4221.00	5538.9	22.20	30.28	3.86
Monsoon Wedding	3/29/02	0.79	0.82	140	5669.00	5669.0	13.88	14.43	13.11
Importance of Being Earnest, The	5/24/02	0.40	0.41	38	10491.00	10491.0	8.37	8.70	20.71