---
title: "Love Affair"
year: 1939
kind: "film"
canonical: "https://film.one/film/love-affair"
fi1m_score: 85
critics_score: 85
critics_reviews: 5
published: "2026-09-20T00:08:53.910116+00:00"
updated: "2026-09-20T00:09:07.585289+00:00"
region: "US"
licence: "© Fi1m Ltd. Written by AI under a human editor; checked against sources before publication. Quote with attribution and a link to the canonical URL."
---

# Love Affair (1939)

Directed by Leo McCarey · 1h 28m · MPA NR · Drama, Romance

**Fi1m score: 85** · Critics 85 (early) from 5 reviews

*In a sentence:* Two engaged people fall for each other on a boat and are decent enough to feel bad about it

> Leo McCarey’s 1939 original is still the best version of this story, mainly because Irene Dunne and Charles Boyer talk like two people who are enjoying themselves. The second half asks you to forgive some heavy plotting; the last scene makes that easy.

## Synopsis

Michel Marnet (Charles Boyer), a French painter who rarely paints, boards an ocean liner for New York, where his fiancée, the heiress Lois Clarke (Astrid Allwyn), is waiting to marry him. On deck he meets Terry McKay (Irene Dunne), an American singer sailing home to a fiancé of her own, Kenneth Bradley (Lee Bowman). They agree to be careful, and then spend the crossing together. When the ship puts in at Madeira, Michel takes Terry up the hill to meet his grandmother (Maria Ouspenskaya), who plays the piano for her and shows her the family chapel. By the time the liner docks, the two have made an appointment: six months from now, at the top of the Empire State Building, if Michel has learned to earn a living and both of them are still free.

## Review

Michel Marnet (Charles Boyer) is a French painter who has not painted much, engaged to an heiress and sailing to New York to marry her. Terry McKay (Irene Dunne) is an American singer sailing home to a fiancé of her own. They meet on deck, they talk, and Leo McCarey gives the two of them most of his first forty minutes and almost nothing else to do. *Love Affair* is the film McCarey remade himself as *An Affair to Remember* in 1957, and which was remade again under its own name in 1994. This one is still the best of the three, and the reason is the talk.

Boyer and Dunne speak to each other the way people do when they are enjoying it and slightly alarmed by that. Delmer Daves and Donald Ogden Stewart’s screenplay, from a story by McCarey and Mildred Cram, gives them lines that sound half made up on the spot, and McCarey lets them wander off the point and back. The ship is plainly a set and a back projection and Rudolph Maté does not pretend otherwise; he lights the deck at night so the faces are bright and the sea is a grey smear behind them, and the effect is of two people in a room with nowhere else to go. We laughed a good deal. It is worth saying that the film is a comedy for its first half, whatever the poster promises.

The stop at Madeira is where it turns. Michel takes Terry up the hill to his grandmother (Maria Ouspenskaya), a tiny, upright woman living alone with a piano and a chapel, and she and Terry take to each other in a way the film does not explain and does not need to. Terry goes into the chapel and kneels; Michel, who has not done this in years, follows her in after a moment. Then the grandmother plays and Terry sings, and Roy Webb has the sense to keep his own music out of it. That scene moved us more than we expected, and what did it was Ouspenskaya’s face watching the two of them, already knowing something about her grandson’s chances that we did not.

By the time the ship reaches New York they have agreed to meet in six months at the top of the Empire State Building, if Michel has learned to earn a living and both are still free. What happens after that we will not describe, except to say that the film stops being a comedy and leans hard on coincidence to do it. A stretch involving Terry, a job and a room full of singing children is sweeter than it needs to be. Lee Bowman’s Kenneth Bradley and Astrid Allwyn’s Lois Clarke, the two fiancés, are given nothing to be but obstacles, and Bowman in particular has the thankless task of being kind in a film that has no use for his kind of kindness.

Dunne carries the second half. She can hold a smile on her face while her eyes report something else entirely, and Edward Dmytryk and George Hively keep the cutting slow enough that we can watch her do it. Howard Greer and Edward Stevenson dress her for the crossing in fur and long lines, and afterwards in plain dresses a working woman could afford. Boyer, who could have coasted on his voice, plays Michel smaller and smaller as the film goes on, so that by the last scene he is barely moving.

That last scene is the one most people remember, and rightly. It is long, it is in one room, and nearly all of it is two people not saying the thing. We sat quite still through it and were not composed at the end, which we had not planned on. McCarey had worked with Dunne two years earlier on [*The Awful Truth*](https://film.one/film/the-awful-truth), where the joke was that two people could not stop talking. Here they cannot start.

At 88 minutes it is short, and it needs to be; the plot would not stand another reel. See it before you see either remake, and see it with someone who believes black-and-white weepies are for their grandmother. The grandmother is the best argument against them.

*Fi1m score 85, published 20 September 2026.*

## What the critics say

With only 5 reviews in so far, the verdict is uniformly warm and has held steady across eight decades. Every critic praises Irene Dunne and Charles Boyer, and most credit Leo McCarey for steering the story from light comedy in the first half into something graver in the second without dropping either. The long final scene is picked out more than once as the film’s strongest passage. Reservations are scarce: Slant Magazine notes the restored edition is short on extras, a complaint about the disc rather than the film, and Variety is the coolest voice, admiring the performances while treating the structure mainly as a novelty.

### Reviews we read (5)

- **The Times**, Kevin Maher (★★★★★): This is the pre-eminent screen romance, defined by sizzling hot chemistry between the stars Charles Boyer and Irene Dunne and by a phenomenally sophisticated screenplay. The eventual reunion showdown features Terry hiding her paralysis and Michel slowly, desperately, teasing out the truth, remaining a profoundly affecting climax. [Read](https://www.thetimes.com/culture/film/article/love-affair-1939-review-this-is-the-pre-eminent-screen-romance-bz2kcstq7)
- **The New York Times** (85/100, inferred): The critic praises Leo McCarey for skillfully balancing comedy and sentiment in this romantic story, crediting him primarily for the film's success along with strong performances from Irene Dunne and Charles Boyer. The supporting cast, including Maria Ouspenskaya, also adds effective touches of humor and pathos to create a glowing and memorable picture. [Read](https://www.nytimes.com/1939/03/17/archives/the-screen-love-affair-a-bittersweet-romance-opens-at-the-music.html)
- **Time Out**, TJ (85/100, inferred): The critic calls the original the supreme version of the story, thanks to its old Hollywood construct and unbeatable casting. Dunne is singled out as a marvel in her range of emotions, with the lengthy final scene highlighted as a mini-masterpiece of acting, writing and direction. [Read](https://www.timeout.com/london/film/love-affair)
- **Slant Magazine**, Derek Smith (80/100, inferred): The review praises the 4K restoration of Leo McCarey’s 1939 romantic drama as sparkling and richly detailed, making the Criterion edition worthwhile despite limited extras. It highlights the film’s charming improvised repartee between Irene Dunne and Charles Boyer in its romantic comedy phase and its poignant transition into melodrama, with strong spiritual and emotional resonance. [Read](https://www.slantmagazine.com/dvd/love-affair-blu-ray-review-leo-mccarey/)
- **Variety**, Variety Staff (75/100, inferred): The review highlights McCarey's new approach to the boy-meets-girl formula, noting the shift from romantic comedy in the first half to drama with comedy in the second. It singles out strong performances by Irene Dunne, Charles Boyer, and Maria Ouspenskaya for praise. [Read](https://variety.com/1938/film/reviews/love-affair-1200412039/)

## Details

- **Director:** Leo McCarey
- **Director:** Leo McCarey
- **Screenplay:** Delmer Daves, Donald Ogden Stewart
- **Story:** Mildred Cram, Leo McCarey
- **Cinematography:** Rudolph Maté
- **Editor:** Edward Dmytryk, George Hively
- **Music:** Roy Webb
- **Costume design:** Edward Stevenson, Howard Greer
- **Producer:** Leo McCarey
- **Cast:** Irene Dunne as Terry McKay; Charles Boyer as Michel Marnet; Maria Ouspenskaya as Grandmother; Lee Bowman as Kenneth Bradley; Astrid Allwyn as Lois Clarke; Maurice Moscovitch as Maurice Cobert; Mary Bayless as Theatre Patron (uncredited); Scotty Beckett as Boy on Ship (uncredited)
- **Runtime:** 1h 28m
- **Certificate (MPA):** NR
- **Release (the US):** 7 April 1939
- **Genres:** Drama, Romance

## Where to watch in the US

- HBO Max: streaming
- Pluto TV: free
- Tubi: free, sd
- Amazon Prime Video: add-on
- The Roku Channel: add-on, hd
- Amazon Prime Video: rent $3.99, sd
- Amazon Prime Video: buy $19.99, sd

*Checked 2026-09-20.*

Also available in: AU, FR, GB, IT, US. Add `?region=XX` to this URL for another country.

## Awards

- Academy Awards 1940: Best Actress (nominated); Best Picture (nominated); Best Production Design (nominated); Best Story (nominated); Best Supporting Actress (nominated)

## If you liked this

- *An Affair to Remember* (1957): McCarey’s own remake, in colour and with Cary Grant; slower, grander, still works
- *The Awful Truth* (1937), Fi1m 89: Dunne and McCarey two years earlier, and this time the couple cannot shut up — [Fi1m page](https://film.one/film/the-awful-truth.md)
- *Brief Encounter* (1945), Fi1m 90: Two married people, a railway buffet and an affair conducted mostly in apologies — [Fi1m page](https://film.one/film/brief-encounter.md)
- *In the Mood for Love* (2000), Fi1m 91: Hong Kong neighbours who never quite touch; the same ache, better tailoring — [Fi1m page](https://film.one/film/in-the-mood-for-love.md)
- *Letter from an Unknown Woman* (1948), Fi1m 86: Ophüls’s Vienna romance, where one missed meeting costs a whole life — [Fi1m page](https://film.one/film/letter-from-an-unknown-woman.md)

---
© Fi1m Ltd. Written by AI under a human editor; checked against sources before publication. Quote with attribution and a link to the canonical URL. Canonical: https://film.one/film/love-affair
