The story begins shortly before the French Revolution. Basil Rathbone entertainingly hams it up as despotic French aristocrat Marquis St. Evremonde, who is despised by the public. The Marquis is rejected by his noble, humorless, egalitarian nephew Charles Darney (Donald Woods).
Darney emigrates to England, promptly beginning a romance with earnest beauty Lucie Manette (Elizabeth Allan). Lucie is the daughter of Dr. Manette (Henry B. Walthall), another former Frenchman. He survived many years of imprisonment caused by the Marquis. Her housekeeper is loyal Miss Pross (Edna May Oliver), whose withering remarks to family outsiders provide endless comic relief.
The meddlesome Marquis conspires with the amoral Barsad (Walter Catlett) to trump up a treason charge against Darney in an English court. On trial for his life, Darney is defended by blustery Stryver (Reginald Owen) and modest wastrel Sydney Carton (Ronald Colman, whose crisp speaking voice is well suited for the role). Carton's clever defense frees Darney, winning admiration (but not love) from Lucie. Carton loves Lucie, but feels that he cannot live up to her expectations of him.
Meanwhile, the revolution has begun in France. Peasants are putting to the guillotine anyone unlucky enough to be accused of being either an aristocrat or a conspirator. Darney is tricked by ruthless peasant leader Madame Defarge (Blanche Yurka) and her cackling crony (Lucille La Verne) into returning to France, putting his life at peril.
Legendary David O. Selznick (Gone With the Wind, Rebecca) was the film's producer. He also produced another Dickens adaptation, David Copperfield, the same year (1935). Basil Rathbone, Edna May Oliver, and Elizabeth Allan enjoyed supporting roles in both films.
How others will see it. A Tale of Two Cities marked a rare film appearance for stage actress Yurka. The movie received two Oscar nominations, for Best Picture and Best Editing. It was the first sound adaptation of Dickens' novel, following silent films in 1911, 1917 and 1922.
Today at imdb.com, the movie has a respectable 5K user votes and a high user rating of 7.8 out of 10. The rating varies between 7.5 (from men under age 45) and 8.1 (from women over age 45).
How I felt about it. Charles Dickens was likely not the first person to imply that the aristocrats' oppression of the French peasants is exceeded only by the later oppression by the peasants themselves. It should also be noted that while the principal villains are French, the heroes are either native or naturalized Englishmen.
The extremes of French politics is also compared to the more consistent and moderate policies of England. There is even a fight to the death between a righteous English woman and a sinister French woman, to further confirm which nation is better. Looking beyond its political settings, "A Tale of Two Cities" is about platonic love, for which exchanging one's own life is the ultimate sacrifice.
Although the novel is more famous than any of its adaptations, Selznick's characteristic attention to detail results in yet another quality film from his production company. A Tale of Two Cities has some impressive sets and crowd shots. The storming of the bastille involved a huge cast of extras, and is both dramatic and entertaining. These scenes were directed by Val Lewton and Jacques Tourneur, who would work together years later on such RKO horror classics as Cat People and I Walked with a Zombie.