In 16th century England, intrigue was the order of the day among royalty and the aristocratic set.

HENRY VIII (ERIC BANA) is the current ruler. His previously happy marriage to the Spanish queen KATHERINE OF ARAGON has become impossible. She can not provide him with a male heir. The Duke of Norfolk, who is close to the King, is sure that it is only a matter of time before he finds himself a mistress.

The Duke’s sister LADY ELIZABETH HOWARD (KRISTIN SCOTT THOMAS) is married to Sir Thomas Boleyn. They have two lovely young daughters, ANNE (NATALIE PORTMAN) and MARY (SCARLETT JOHANSSON). LADY HOWARD and her family are struggling financially and have little influence.

As a cold blooded solution, the Duke proposes that Anne should be offered up to the King as an alternative to his intolerable situation. After the affair has ended (even if she has a child), Anne can be married off to a wealthy eligible man with a title.

For her part, LADY HOWARD is violently opposed to any of these machinations. She loves her girls, wishes them to be happy and to have complete autonomy over their own lives. But she’s overruled at every turn.

When Anne is approached with this arrangement, she is incredibly insulted. But it does become more intriguing over time. She decides that a marriage to an interesting man with excellent prospects might be worth getting involved with the King.

The girls are almost the complete antithesis of each other in both personality and appearance. Anne is dark, fiery, impulsive. She will do exactly as she pleases whenever she wants. She is also a savage manipulator and capable of great cruelty. Anne has the devil in her. Anywhere there’s trouble, she will find it. If she doesn’t start it first.

Mary, the younger sibling, is fair haired, shy, sweet and blessed with an uncomplicated loving nature. She is completely unaware of her own attractiveness and blends quietly into the background whenever she can.

A hunting party is arranged so that Anne might catch Henry’s eye. She does. Immediately. They go off riding together but the King is injured while trying to keep up with her. Knowing that things are now at a particularly precarious stage, the Duke begins to put pressure on Mary. Mary wants nothing to do with this.

She has recently married SIR WILLIAM CAREY and is genuinely happy with him, far away from the merciless politics of court life. She agrees – with extreme reluctance – to tend to the wounded Henry. He is intensely attracted to Mary and he makes it clear to her family that he has chosen her as his consort.

Mary is fond of the King but she is completely unwilling to go through with it. She wants to remain William’s wife and to live a simple existence in the country. In her opinion, no good can come from any of this. But the wheels have all ready been set in motion.

Her family’s debts have been paid. Her husband and her brother George have been given important influential positions. There is no going back. This is her future. She and Anne are installed in the palace as Katherine’s ladies in waiting. Katherine senses at first meeting just how apt this description of the two young women actually is.

Anne secretly marries Henry Percy, someone who she has been wanting for some time. When her family finds out, they are all furious with her. Henry Percy is to be part of an arranged union with another girl from a prestigious family, something Anne was aware of and couldn’t care less about. As punishment, the marriage is annulled and Anne is banished temporarily to France until she learns how to behave and to take proper direction.

Mary becomes the King’s mistress. She falls in love with Henry and has a child with him. After several months, Anne returns from France. She decides that she wants Henry and a particular plan has formed in her mind. Her new ambitions are much too strong to be denied. Completely oblivious to her sister’s feelings, she realizes that the romance between Mary and the monarch is doomed in any case. Mary is merely a diversion to be dispensed with. She is not Henry’s spouse.

Once Mary is perceived by the King as the mother of his child – rather than a delicious wanton woman – he will tire of her and then Anne will strike. She will make it very clear that she is available for whatever the King wants.

Anne, it turns out, is eminently correct. Mary loses her appeal quickly after having the baby. Henry has apparently never forgotten the tempestuous brunette. Anne appears at court wearing an overwhelming emerald green dress and spars with Henry. From that particular point, the pursuit is on.

Anne has her moment and makes the most of it. She will not give in to Henry’s sexual advances even though it takes every last bit of her self control to refuse. When she realizes that Henry will pull out all the stops to be with her, she puts her foot down. She wants Mary and her child sent home to the country. She wants Henry’s marriage annulled and Katherine banished to a nunnery. She will not sleep with Henry until she is his wife.

She will be Queen…or nothing.

Henry has no problem disposing of Mary. But ridding himself of Katherine is a larger and much more difficult dilemma. He can not have that marriage annulled unless he breaks with the Catholic church – and that is unheard of. It would be unprecedented and unacceptable.

But Anne must have what she desires – and Henry must have Anne. So Anne becomes Queen.

But all of her unbreakable will and keen strategizing will not change anything. Henry is not only her husband, but the King – and a man. When loyalties shift, Anne will inevitably have far more to lose.

THE OTHER BOLEYN GIRL is based on the novel by Phillippa Gregory. Though the film is supposedly historically inaccurate, it is, for all its standard melodrama, wildly entertaining and absolutely stunning to look at. It is filmed gorgeously in deep rich saturated hues.

But there is also a very striking scene where people ride horseback on a beach. The light blues and mauves blend elegantly with the burnished sunbeams. SANDY POWELL’S costumes are exquisite and the art direction is superb. The score is lush and haunting. Justin Chadwick, who directed, definitely knows how to do the period justice.

Eric Bana’s Henry is fine for all his petulance and brooding. But it would have been helpful to have more insight into what the King was actually thinking. The screenplay, unfortunately, is not terribly descriptive or supportive of that kind of performance.

The rest of the acting (barring one major exception) is superb. ANA TORRENT definitely makes an impression in her small role as KATHERINE OF ARAGON. BENEDICT CUMBERBATCH and JUNO TEMPLE are both excellent.

SCARLETT JOHANSSON gives the best performance she’s given since Match Point. She is absolute perfection, including her accent. For some reason, Scarlett is very accomplished at playing innocents. (She was also excellent with a similar character in THE GOOD WOMAN.) She does extraordinary work here.

There is no doubt that Ms. Johansson possesses classic old Hollywood glamour and a distracting sexiness that many people would find superior to Ms. Portman’s exceptional attractiveness.

But Scarlett makes you believe, through the sheer power of this performance, that Natalie is the infinitely more beautiful desirable one. Scarlett’s muted manner, her simple quietness and her reserved body language all add up to someone who, if she isn’t plain, certainly perceives herself to be. Mary isn’t confident or charming. She’s gentle, down to earth and utterly devoid of all pretensions. Scarlett is gloriously subtle in her magnificent brilliance.

NATALIE PORTMAN, on the other hand, never seems to get a handle on her character. Her accent is off. She’s gorgeous but she never draws you in. Though she struggles to make the most of this challenging role, it’s ultimately for nothing.

Probably the best acting in the entire film is by KRISTIN SCOTT THOMAS. Her LADY HOWARD is resolute, outspoken and has a serious moral compass. She wants far more than to see her daughters served up like cattle and used by more powerful men for their loveliness and abundant sensuality. She does as much as she can. But the time period is vehemently against her. She would be a force to be reckoned with today.

The ending of this film is fantastic. You see closeups of the characters explaining what their various fates will be. The very last sequence parallels the first one that you see on screen, which is a group of little children playing in the sunlight.

Then this subtitle appears:

Henry’s fear of no available heir to succeed him turned out to be unfounded. His child reigned over England for forty five years. But it was not a son who rose to this position, but a daughter – the strong red haired girl Elizabeth.

On behalf of all the strong red haired girls on this planet, I say amen to that…

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