Becky Sharp is a film that warrants a place in world almanacs; it was the first feature-length movie to be shot completely in three-color Technicolor. Unlike other historic firsts of the medium, such as The Jazz Singer, Becky Sharp (1935) is not marred by the awkwardness of an experiment. Its use of color is various and assured. Its director, Rouben Mamoulian, had already completed seven films. He was brought onto the project in January 1935, after the film's original director, Lowell Sherman, died while just beginning work on the production.

Ostensibly the film is based on Langdon Mitchell's 1899 stage adaptation of W. M. Thackeray's Vanity Fair. But examination of Mitchell's play quickly reveals that scriptwriter Francis Edward Faragoh, though using some of Mitchell's lines and ideas, returned to Thackeray's Vanity Fair, reinstating many of the scenes that the play had deleted: this is understandable since the pace of a 1930s film allowed for far more scene changes than a play did. The film owes more to Thackeray than to Mitchell and is rather an adaptation of the novel than of the play.

Adaptation

Thackeray's Vanity Fair (1847) is a novel on a scale and of a style that present imposing problems for film adaptation. Not only does it run over six hundred tightly printed pages of packed incident, but its emphasis is on comedy of manners rather than on visual description.