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An epic tale of love, duty, greed, and revolution, MGM's The Good Earth was an artistic and commercial success. It was the last film of legendary producer Irving Thalberg, and the only one to carry his name. The story's scope, following the fall and rise of a peasant family in pre-revolutionary China, was matched by a large scale production (costing an at-the-time astounding 3 million dollars) that included (literally) a cast of thousands, a 500-acre set, thousands of pieces of costume, equipment, and tools, and even buildings imported from China. The massive production, directed first by Victor Fleming, then by Sidney Franklin, includes a couple of classic scenes of epic grandeur: the mob rebellion scene in which the Imperial Palace is sacked, and the locust scene, a marvelous technical achievement in its own right. Despite the grand scale, the human drama is never dwarfed. Stars Paul Muni and Luise Rainer, as the hardworking farmer and his long-suffering wife, offer sincere performances. Although neither was of Chinese descent, both found the right notes for these parts. Rainer won her second consecutive Academy Award, and soon thereafter dropped from sight in a prolonged feud with Hollywood executives. Cinematographer Karl Freund, famous for his work in German Expressionist films of the 1920s, took home an Oscar as well, and the film was also nominated for Best Picture, Best Director, and Best Editing.