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• Directors: Orson Welles
• Producers: Orson Welles
• Writers: Booth Tarkington, Orson Welles
• Genres: Drama
• Actors: Joseph Cotten, Dolores Costello, Anne Baxter, Tim Holt, Agnes Moorehead, Ray Collins

The film, set in the early 1900s, tells the story of the Ambersons, an Indianapolis upper-class family, focusing on Major Amberson’s grandson, George. In the beginning of the film, George is home on a break from college, and his mother and grandfather (Richard Bennett) hold a reception in his honor. Among the guests is the widowed Eugene Morgan, who is a prosperous automobile manufacturer who has just returned to town after a twenty-year absence. He brings his daughter Lucy (Anne Baxter) with him. George takes to the beautiful and charming Lucy right away, but seems to instantly scorn and dislike Eugene, almost instinctively.

In a flashback, the prior relationship between George’s mother, Isabel, and Eugene is revealed. Twenty years ago, Major Amberson’s daughter Isabel (Dolores Costello), is unintentionally humiliated in public by her high-spirited beau – Eugene Morgan (Joseph Cotten) – who, with a group of other men, serenades her after having had a few drinks. Eugene drunkenly falls and breaks his instrument. Following the high attention of the era to decorum and the reputation of members of “high society,” Isabel breaks off their relationship and decides to marry the bland Wilbur Minafer (Donald Dillaway) instead. They have one child, George Minafer (Tim Holt), whom she spoils. As George grows up, he bullies and dominates children and adults alike, and many in the town long for the day when the superior, arrogant, immature mama’s boy will get his “comeuppance.”

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Additional underlying plotlines include the slow decline of the financial worth of Major Amberson and other family members, again ironically strongly related to the development of the automobile. For example, their mansion and expansive grounds decline in value as the automobile makes it possible, even desirable, to live further from the center of town. Parallel societal changes are briefly highlighted, such as the decline of the city’s center as commerce becomes more widespread and freed from the geographic limitations imposed by only having horses and buggies as means of transportation. As the Amberson’s fortunes gradually decline, those of the Morgan family, linked to the inexorable rise of the 20th century automobile culture, flourish, until the Ambersons are brought low at the end and the now-wealthy and powerful Morgans become the rescuers of the family.