Last night, for the first time in decades, I watched The Magnificent Ambersons, and three points struck me with great force.

First: If Welles’s vision for the film had been realized, it would have been the single greatest work of art to elaborate and dramatize and even extend the argument of Leo Marx’s great 1964 book The Machine in the Garden — it would have offered the best available portrayal of the benefits and the costs, in equal measure, of the transformation of America from a pastoral world ruled over by a land-owning aristocracy to an industrial powerhouse. The scenes in the movie’s early minutes introducing Eugene Morgan’s horseless carriage could have been designed to illustrate Marx’s thesis: “Within the lifetime of a single generation, a rustic and in large part wild landscape was transformed into the site of the world’s most productive industrial machine. It would be difficult to imagine more profound contradictions of value or meaning than those made manifest by this circumstance. Its influence upon our literature is suggested by the recurrent image of the machine’s sudden entrance onto the landscape.” (Leo Marx, by the way, just last week died at the age of 102.)

Second: The film as it exists has a protagonist, but it’s not Joseph Cotten’s Eugene Morgan or Tim Holt’s George Minafer, but rather Agnes Moorhead’s Fanny Minafer — an “unnecessary woman,” a frustrated and embittered spinster who has no place in either of the book’s social worlds, being equally unvalued by the old aristocracy of land and the new industrial meritocracy. Fanny’s character arc culminates in a terrifying breakdown: this woman who has always been fighting off panic comes to the very end of her powers of self-control. Moorehead’s performance is staggering, and her fascinating and revelatory description of how Orson Welles directed her in that culminating scene, told to Dick Cavett in 1973, may be seen here. You really shouldn’t watch that scene out of the context of the whole movie, but if you absolutely must — or, better, if you have seen the movie but just need to be reminded — here it is. Gives me chills every time.

Which brings me — this is my third thought — to the infamous final scene of the movie, shot by the assistant director Fred Fleck while Welles was in Brazil. It’s just as terrible as everyone says it is, but there’s one way to make sense of it, even, strangely, to make it work. Bear with me for a moment.

Welles had shot what he wanted to be the penultimate scene of the movie, a meeting between Eugene Morgan and Fanny Minafer at the boarding house where she now must live. Stills from this scene remain:

It’s important to understand that Eugene has no idea that Fanny loves him, indeed has loved him for decades, and that the great bitterness of her life is her displacement, by the glamorous Isabel Amberson, from what she thinks of as her proper place in Eugene’s affections. As you can see from the shot above, she has recovered her composure — but at the cost of destroying her inner life. She is a shell of a person, and their meeting is both cold and fruitless.

In the concluding scene shot by Fleck, Eugene visits George Minafer in the hospital, and as he leaves George’s room is met by Fanny, to whom he speaks of the reconciliation between him and George, inspired, he says, by the spirit of his “one true love” — meaning Isabel, of course. Throughout this scene Fanny has a weirdly beatific look on her face, one that, I suspect, Moorehead was instructed by Fleck to wear: after all, doesn’t she now know that the immensely wealthy Eugene will take care of her beloved nephew, and probably of her also? That consoling knowledge, we are asked to presume, is sufficient to overcome her decades of pining for Eugene and her consequent resentment of Isabel.

Not bloody likely, I say.

So I prefer to understand the end this way: Fanny lies in her narrow bed in the crowded, dingy boarding-house in a bad neighborhood of what is now an industrial city, and she indulges in a fantasy. She imagines another life, the other fork of the road, one in which Eugene is reconciled to George, of course, but also, and more important, in which he finally sees that all along, Fanny was his own true love. She lies in her narrow bed, and dreams, and smiles. And her dream is what we see at the end of The Magnificent Ambersons.