We may be prejudiced, but MGM can be proud. A remarkable example of Hollywood's not choking on the prestige adorning the filming of a classic, PRIDE AND PREJUDICE is an unusually successful adaptation of Jane Austen's most famous novel. Although the satire is slightly reduced and coarsened and the period advanced in order to use more flamboyant costumes, the spirit is entirely in keeping with Austen's sharp, witty portrait of rural 19th century social mores. The film tells the familiar story of Mr. and Mrs. Bennet (Gwenn and Boland) and their five marriageable daughters. Jane (O'Sullivan) falls for the wealthy Mr. Bingley (Bruce Lester), but, unsure of her love and discouraged by his snooty sister (Inescourt) and his haughty friend Mr. Darcy (Olivier), he leaves town without any promises. The middle daughter, Mary (Marsha Hunt) is goofy and bookish, the fourth child Kitty (Angel) insecure and suggestible and the youngest, Lydia (Rutherford), overly flirtatious. Troubles really brew when Lydia runs off with a caddish officer (Edward Ashley) and when Darcy, who feels himself too "proud" to fall for just any woman, flips for the second Bennet daughter, the independent Elizabeth (Garson). She, however, "prejudiced" against him because of his arrogance, will have none of him. Meanwhile, her mother plans for her to wed their foppish cousin, Mr. Collins (Melville Cooper). The screenplay, by Aldous Huxley and old hand Jane Murfin, retains much of the novel's famous dialogue (e.g., the opening conversation between Mr. and Mrs. Bennet). They have also added a few scenes to "open up" the action a bit; our favorites are the hilarious carriage race and the enchanting archery lesson. The sets and costumes are lovingly rendered and the cinematography by Karl Freund evokes a glorious sense of period. PRIDE AND PREJUDICE represents the finest directorial work by MGM perennial Robert Z. Leonard. Liked by actors whom he indulged, Leonard generally crafts his work smoothly but it often lacks personality or imagination. Here, however, the pacing is perfect and the details just right. For personality, all one has to do is turn to that amazing cast. Garson never did anything better than her Elizabeth Bennet. Genteel but not precious, witty yet not forced, spirited but never vulgar, Garson's Elizabeth is an Austen heroine incarnate. Olivier, too, has rarely been better in a part requiring the passion of his Heathcliff from WUTHERING HEIGHTS but strapping it into the straitjacket of snobbery. As Mr. Bennet, Gwenn makes a wonderfully wry and composed foil for his wife's antics, and Cooper rarely had the chance to huff and fluff quite so amusingly again.