of the at least eight film version of anthony hope famous novel and this be the best . there be a fairly decent silent version star ramon navarro and a flashier 1950 version with stewart granger but this one lead the pack a the most entertaining and the best directed . dash douglas fairbanks jr. always in the shadow of his famous father give the role of rupert all he get and that a lot . he steal every scene he in and even from the like of ronald coleman and raymond massey . he give treachery and deceit not to mention opportunism new meaning in his double dealing . few today have even hear of junior and though most movie buff have hear of his father silent star douglas fairbanks and step mother for a time mary pickford . senior divorced junior mother to marry pickford . junior give other outstanding performance on the big screen especially in gunga din in 1939 opposite cary grant and victor mclaglen . he go on to have a popular television show in the early day of that medium douglas fairbanks and jr. and present . he gradually retire from film . sadly when he pass away in the year 2000 very few knew who he be . ronald coleman get to play two part maj. rudolf rassendyll and king rudolf v and two lookalike cousin from a family indiscretion several generation back . he do so admirably . though madeleine carroll a princess flavia who love one cousin but be tie to the other out of duty and patriotism be a hard act to follow a always and mary astor give her a good run for the money a black michael ( raymond massey ) lady love . the two lady counterbalance each other well a stand by your man woman but for different reason . the always underrated and under appreciate actor raymond massey make the character of michael come alive with jealousy and vainglory but with true love in his heart for his antoinette . the grand old man of early cinema c. aubrey smith be around to make sure all be do correctly accord to pomp and circumstance . david niven in an early screen role give his portrayal of capt . fritz von tarlenheim the easy touch and almost tongue in cheek at time and which lighten the heavy load for the viewer . he be a good counterbalance for the dour c. aubrey smith . silent screen veteran actor montagu love be present to show them all how it do . what a troupe of thespian to savor . john cromwell direct with flair and make the film move at a fast pace especially near the end . the action sequence when the castle be storm follow the lowering of the draw bridge be intense . the rapier fight between coleman and fairbanks be still excite to watch . the crisp black and white photography make one forget that the film be not in color . for excitement and adventure and and romance by all mean see the 1937 version of the prisoner of zenda .