Beginning in November 2019, I embarked on the Old Hollywood Best Picture Challenge, where I will endeavor to watch all 270 films that were nominated and/or won for Best Picture at the Academy Awards between the years 1927-1969. For a list of all films and reviews, please see my original post.


  • Film & Year: Shanghai Express (1932)
  • Standing: Nominated for Best Picture of 1931/1932
  • Type: Drama, Pre-Code
  • Other AA Nominations: Best Director (Josef von Sternberg)
  • Other AA Wins: Best Cinematography (Lee Garmes)
  • Director: Josef von Sternberg
  • Studio/Producer: Paramount Pictures / Adolph Zukor
  • Cast: Marlene Dietrich, Clive Brook, Anna May Wong, Warner Oland, Louise Closser Hale, Eugene Pallette,Emile Chautard, Gustav von Seyffertitz,Lawrence Grant
  • Production Notes: Cinematography by Lee Garmes and James Wong Howe, Screenplay by Jules Furthman, adapted from a story by Harry Hervey, Gowns by Travis Banton, Art direction by Hans Dreier
  • Viewing Order: 22 / 270



Summary & Viewing Experience:

“Every train carries its cargo of sin.”

In crowded Peking, the ostrich that is actually Shanghai Lily (Marlene Dietrich) in a feather trimmed dress with a mind of its own boards a train bound for Shanghai with ridiculously cool looking gal pal Hui Fei (Anna May Wong). Lily is a coaster, described by one passenger as “a woman who lives by her wits on the China coast,” the implication being she’s a courtesan, though that definition could also describe my foreign travel goals in a nutshell. In Shanghai Lily’s case, living by her wits mostly means posing in gowns trimmed with whatever animal the train probably ran over, smoking cigarettes, and gazing around to make sure you noticed.

Also on the train is Lily’s former lover, the English captain and doctor Donald “Doc” Harvey (Clive Brook), who knew her several boyfriends ago (“It took more than one man to change my name to Shanghai Lily”) when she went bythe name Madeline. Soon he realizes that his ex and the much talked about Shanghai Lily, white flower of China (dubbed that way because, you guessed it, she’s white) are one and the same. Harvey had left Lily five years prior after a trick she played to make him jealous and test his true love for her backfired. Neither one had ever gotten over the other, but Harvey struggles with thoughts of the many men in Lily’s life between then and now. A cat and mouse game of trust and faith begins to play out between them.

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Shanghai Lily introduces friend Hui Fei to former lover Doc Harvey

Though Lily planned ahead and brought her gramophone and about a million cigarettes, the other passengers are doing their best to take down the fun party vibes to about a 2. Fuddy duddying it up in the next compartments are stuffy boarding house matron Mrs. Haggerty (Louise Closser Hale), judgmental Christian missionary Mr. Carmichael (Lawrence Grant), outspokenly racist gambler Sam Salt (Eugene Pallette), German opium dealer Mr. Baum (Gustav von Seyffertitz), and the mysterious mixed-race traveler Mr. Chang (Warner Oland), born of a Chinese mother and a white father. All of them find it completely necessary to profession shame Lily and Hui Fei whenever possible, though the two women ignore these comments with such self-possessed grace that it makes their high and mighty fellow travelers look even more small minded than they began.

China also happens to be in a civil war, which inconveniently keeps interrupting the long train trip and Harvey and Lily’s reunion. After a rebel is caught and removed from the train, the passengers soon become aware that there’s another devious spy in their midst, assisting the rebels against the Chinese government. This person will stop at nothing to get the upper hand…

Aside from Lily and Hui Fei, the characters in the film were either fairly boring or highly unlikeable. Most of the white characters, especially Pallette’s Sam Salt, let no opportunity to make a racist comment against the Chinese pass. “What future is there in being a Chinaman?” Pallette remarks in one instance, “You’re born, you eat a handful of rice, and you die.” Yikes.

I have never seen Marlene Dietrich look more gorgeous than in this film. There were moments when I had to step out of being invested in the story just to wonder how it is that her skin was so perfect. The amazing gowns by Travis Banton didn’t hurt her any, either. She is magnetic in this role and such a dynamic character that you sort of wonder why she fell for Clive Brook’s fairly boring-by-comparison Doc Harvey.

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Anna May Wong’s Hui Fei is another who steals scenes. Though she barely says more lines than would fill two hands, her brooding, seductive silence fills the room like a musky perfume. You desperately want to know her backstory. The fact that Hui Fei is Lily’s companion and friend, on equal footing with her, is refreshing in a time when one is used to seeing non-whites in servant or subordinate roles. Their ease with each other and onscreen chemistry is a sight to see as they stalk around their compartment together like silky, alert panthers waiting for the prey to come to them.

Because both women are seen as loose as a result of their coaster/courtesan reputations, there is no shortage of lecherous and sinister male attention heading their way. Though Lily has Harvey to protect her, Hui Fei is essentially on her own…

Aside from the acting, the cinematography by Lee Garmes was notable for its use of extreme contrast and would win him the award for Best Cinematography. Dietrich particularly benefitted from this treatment, notably in a shot where she stands alone in darkness, lifting her head so that her face is bathed in light, cheekbones on full display. Anna May Wong also has some brilliant moments, passing like a shadow through darkened scenes.


Behind the Scenes:

Though Dietrich had acted prior to pairing up with von Sternberg, it was with him that she made her first sound film, The Blue Angel, which launched her into a Hollywood career and stardom. Nearly all of her earliest Hollywood films would be made with von Sternberg with Shanghai Express being the fourth of seven.

Author Harry Hervey reportedly based the story Shanghai Express was based on,“Sky Over China” (or “China Pass”), on his experiences in China, after a train from Peking to Shanghai he was on was held up by revolutionists. He also used for inspiration the Lincheng Outrage, a 1923 incident when an express train between Shanghai and Beijing was captured by rebel soldiers and bandits and more than 300 passengers were held for ransom. At one time, Hervey, who traveled around Asia for several years and whose work was primarily set in the continent, was considered an authority on Asian culture. All of the screenplays he wrote involved some element of travel and/or Asian characters or locations.


Why was it nominated for Best Picture?

This film had all of the intrigue of fellow academy award nominee (and eventual best picture winner) Grand Hotel, only it was on wheels. The story was full of adventure, excitement, and who doesn’t love a movie set on a train? It was a huge hit with viewers and was the highest grossing film of 1932. In particular, Marlene Dietrich was singled out for her splendid performance as Lily and cinematographer Lee Garmes for his exquisite lighting.

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Brook and Dietrich. Santa Cruz Sentinal (5/1/1932)


How does it hold up today?

Very well! Though there is plenty of white against Asian racism on display, the fact that it is coming from characters who are portrayed as cowardly, unlikeable, or otherwise ignorant makes it seem like the flaw that it is and not a point of view that anyone should want to mimic. Added to this the close friendship between a white woman and an Asian woman, both who are the strongest characters in the film, strikes a blow for not only the idea of equality, but also feminism, concepts which the woke audiences of today can get behind.

  • IMDb rating= 7.3 out of 10 (with 6,961 ratings)
  • Rotten Tomatoes rating= 96% fresh by critics (24 fresh votes vs 1 rotten) and 79% fresh user ratings (out of 1,571 ratings)


Would this be my pick for 1931/1932’s Best Picture?

Perhaps. I did quite enjoy the film, but mostly because of the performances by Dietrich and Wong (I’m also totally on board with Lee Garmes’ cinematography win). Remove those and the film wouldn’t even be half as good.

*UPDATE: See my full 1931/1932 ranking here