They might well have titled this SON AND MOTHER, for the famous relationship between a mother and son is at the center of this respectful adaptation of Lawrence's autobiographical novel. A few characters have been altered and a sister has been dropped in the transition from print to the

screen, but these changes hardly call attention to themselves.

The story is set in Nottingham, where Hiller and Howard have raised three sons on Howard's miner's wages. Hiller is a forceful woman who manages men like puppets. Stockwell is the sensitive son who longs to pursue a career as an artist in London. After romancing naive local lass Sears for a while,

Stockwell takes up with an older woman, Ure, who is married to Phillips. Hiller puts an end to her son's relationship with Sears, and when Ure leaves her husband for Stockwell, Hiller is livid. Stockwell listens to his mother but knows he should follow his heart; however, he appears powerless to

free himself of her grasp. No matter what he does or where he goes, Stockwell feels Hiller's presence. The love that Hiller should be giving her husband is, instead, showered upon Stockwell. When one of his brothers dies in a mining accident and the other goes off to London, Stockwell is forced to

abandon his dreams in order to be near his bereaved mother. Hiller eventually dies, and Stockwell leaves for London, looking forward to a life away from the claustrophobic town, but we know that the specter of his dear mother will always be with him.

Many works have been written about the domination of sons by mothers, but few have come close to the insights of Lawrence's classic, and it is much to the film's credit that a great deal of its dialogue comes straight from the novel. The film's period details are excellent, and the direction by

cinematographer-turned-director Cardiff (who photographed such films as THE RED SHOES, LEAVE HER TO HEAVEN and THE AFRICAN QUEEN) is first rate. All of the actors acquit themselves well, even in the most menial roles. Crutchley is exquisite as Sears' mother and veteran Thesiger (who, at 81, was

making his penultimate film in a career that begain in 1918) is equally memorable. Cardiff's assistant on the film was Peter Yates, who later directed such films as BULLITT and BREAKING AWAY.