Many might best remember Vivien Leigh and Robert Taylor in the 1940 version of Waterloo Bridge. It’s immediately obvious this movie has a very different flavor from the outset. It’s an earthier more boisterous version of Waterloo Bridge before the Production Codes took their axes to the original material.

James Whale’s camera pans across a gay gang of chorus girls on the stage — they are alive and bursting with perky energy — putting on a show for their patrons. Behind the curtains and after-hours, the girls maintain the buzz as they chat in their skimpy Pre-Code attire. One of their ilk is Myra Deaville (Mae Clarke).

It’s delightful how the camera takes such a shine to our heroine though it’s so obvious to see she might play second or third fiddle to the band of big wigs and aristocrats in the world at-large. She really does feel like a nobody far away from home. Still, there’s something to be said for her way of life.

As is, London has a lovely artificiality that we can breathe in and still enjoy as the characters amble along the streets with car horns and horse carts to go with the post boxes and street lamps.

Likewise, the beats feel raw and unkempt in a way the 1940 remake would never have dared or been capable of to begin with. Somehow it takes on a grander more chaotic scale in the hands of James Whale. And yet the characters and vernacular are more casual even familiar.

Douglass Montgomery feels like an honest-to-goodness callow soldier boy. He doesn’t have the slightest sense of what he’s gotten himself into and with anything he does, there’s a latent fallibility you don’t get with Robert Taylor. He never feels endangered in the same way.

Likewise, Mae Clark is affecting yet generally capable of exuding an everyday ordinariness. We hardly remember her star compared to the likes of Vivien Leigh, who headlined one of the most grandiose, decadent epics of all time. Their trajectories and legacies could not be more disparate This is just the film to raise her reputation above one crackerjack scene playing opposite James Cagney and a Lemon.

She’s no star (the film coincidentally features a young Bette Davis), and the story seems to like it that way. Because both Clarke and Montgomery, by today’s standards, are hardly highly touted figures, but somehow they fit so genuinely here within the provided context.

It’s a youthful dynamic with a 19-year-old doughboy and the dance hall performer who’s been around. She also carries the forlorn look rather well even as Montgomery’s face is fresh and boyish.

They meet helping an old lady pick her potatoes off of Waterloo Bridge. It’s the same air raid from the earlier film with a certain frenzied uncertainty of war in the atmosphere. The gas runs out in her shabby apartment, and they talk to each other about their lives, mouths crammed with food.

It also cultivates a different dimension of ex-pats away from home. Because both Roy and Myra are born and bred Americans, and so there’s this inherent otherness they engender. It’s the type of visible difference that makes it all the more believable they would gravitate toward one another.

Furthermore, the film is not just consigned to the urban cityscapes but finds its way out into the countryside far from the signs of tumult and war. Because whereas the later version had the reverie of dance and “Aul Lang Syne,” this version needs its own escape valve, a respite before the final act’s guttural finale.

Here Myra is thrown in with Roy’s mother and an avuncular old step-father, hard of hearing and loving a good whiskey and soda. He’s a puttering scene-stealer — mostly because Bette Davis has nothing of import to do as an amiable sister. Her time would come in due time.

Meanwhile, the drama goes on behind the scenes as Myra is a woman of such genuine conscience — she admits she picked Roy up on Waterloo Bridge — she is no chorus girl. Though she could marry him, she chooses not to. She understands the mores of society and is willing to abide by them, even when it hurts.

You can call it the hooker with the heart of gold archetype to be sure, but what it really brings out is a culture so quick to label people as pariahs and outcasts — dirty and sinful folks not fit to be seen with the rest of God-fearing humanity. Then, behind closed doors, there’s gossip and what-have-you in the guise of propriety.

In the end, between passionate kisses, a crowded truck of onlookers shipping out to the front, and zeppelins raining down incendiaries, there’s not a moment to breathe before the curtain falls. This might be very well by design. Still, this movie zips along with a raw vitality worthy of consideration.

3.5/5 Stars