Shenson says that Lester's unconventional shooting choices elated him, even when they worried the studio. "He put the cameraman in a little swing chair that he hung from the ceiling of the sound stage and had him follow Paul's movements around for 360 degrees as Paul sang 'And I Love Her,' going right off the set. Dick also shot a lot of 'normal' coverage and when the film was put together, it was beautiful. But I did get a phone call from one of the executives saying, 'The picture's very good, but are you aware of the fact that in the scene where Paul McCartney's doing a solo, the camera shoots right into an arc lamp and shows one of the walls of the sound stage?' I said, 'Yeah, it took us a half-day to get that shot.'"

At the end of the new print, fans get to see "You Can't Do That" as performed and filmed for the climactic TV-concert scene (it was deleted during the film's original editing). But to restoration chief Rutan, the real thrill for movie-lovers and Beatles-lovers -- especially Americans -- will be its improved sound.

Of course, the visual aspect of the restoration was challenging: "I think someone had simply cut up the first and last reels for clips," Rutan says, "because I would find bits and pieces of the original negatives of those reels misidentified as dupes." He created new dupe negatives for reels 1 and 10, and then, frame by frame, went about cleaning up the whole picture, removing mylar gunk and chunks of dirt that had become embedded in the emulsion.

But it's the soundtrack that illustrates the art and archeology of restoration at its best. "Walter was making this film when the Beatles knocked 'em dead on The Ed Sullivan Show," Rutan explains. "So the UA executives got concerned that paying customers would not be able to hear the movie because of the Beatlemaniacs in the theaters. Walter pooh-poohed their fears, but when the studio supervised the sound for the American release they overmodulated it." Instead of putting across the music and the dialogue, the hyped-up audio nearly ruined it, because the optical soundtrack couldn't contain all the peaks and valleys. Luckily, Beatles archivist Ron Furmanek, who took charge of the sound for this re-release, had his own black-and-white print. It was English -- so it didn't have that overmodulation problem. In Rutan's opinion, with the British track as its base, the film's audio quality is "better than it ever has been in this country. The sound has been separated into six-channel digital, but it's still mono, and it's just magnificent. Nothing's fake and the music is spectacular. And you can understand everything the Beatles are saying, even with their English accents."

Back in 1964, Shenson never considered re-dubbing the dialogue for clarity. As he says, "When the manager is disciplining the boys in the dressing room and Ringo says he feels like doing a bit of work, Paul says, 'Oh, listen to teacher's pet,' George says, 'You crawler,' and John says, 'He's betrayed our class.' I don't think many Americans get 'you crawler,' which is their slang for a goodie-goodie, but the rhythms get them laughing anyway. When I first brought the film to L.A., my friends -- people like Eddie Anhalt (screenwriter of Becket) and Dan Taradash (screenwriter of From Here to Eternity), older writers and directors -- asked me to set up a screening. They didn't want to see it with all the screaming kids in the theater. Afterwards, people told me that they didn't understand a fucking word but the movie was hilarious anyway, because of the tone and the texture."

-- Michael Sragow

A Hard Day's Night screens Saturday, April 24, at 4 p.m. at the Castro Theater.

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