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  • Actor Shipping: Marlene Dietrich and Anna May Wong were shipped for years by people who thought they had an affair. They were Just Friends.
  • Awesome Moments:
    • Hui Fei stabbing Chang in the back and saving everyone. And afterwards she walks in and calmly announces the fact as if it was Tuesday to her.
    • Dr Carmichael pretty much admitting that he was wrong about Lily, and telling Donald that he would be an idiot if he let her go. This is a heavily religious man admitting that a prostitute is a girl worth being in love with.
  • Alternate Character Interpretation:
    • The screen fades to black before Chang rapes Hui Fei. Was it a straightforward rape? Or did he proposition her the way he did Madeleine? Or was it some form of both? Did Hui Fei go along with it, planning to kill Chang for it later?
    • Also the brief scene where Hui Fei pulls the dagger out of her bag after she's raped. Was she already planning to stab Chang as revenge? Or was she going to use it on herself before Lily's "don't do anything stupid" pep talk?
  • Angst? What Angst?: Although Hui Fei stabs Chang as revenge for raping her, she doesn't display any angst about it afterwards.
  • Award Snub: Neither Marlene Dietrich nor Anna May Wong got nominated at the Oscars that year. In the latter case, the Best Supporting Actress category didn't exist yet.
  • Base-Breaking Character: Donald is either a boring misogynist who's far too judgmental and not interesting enough for Madeleine/Shanghai Lily to be so desperately in love with, or else a Stoic Woobie whose hurt understandably suppresses his passion and it still comes out full force.
  • Director Displacement: Inverted. Although Lee Garmes won the Oscar for the cinematography, director Josef von Sternberg was responsible for most of it (if Marlene Dietrich is to be believed).
  • Fair for Its Day: The film is pretty feminist. Notably it's Madeleine who saves Donald's life by offering herself as a Sex Slave to Chang. Meanwhile it is Hui Fei who ultimately disposes of Chang. Mr Carmichel also learns that prostitutes can have souls after all.
  • Fans Prefer the New Her:
    • The lead character's given name is Madeleine, and she was very happy in that identity; only becoming the prostitute Shanghai Lily to survive after Donald broke her heart and left her. However, the Shanghai Lily persona allows her to wear glamorous, dramatic clothes and be a cool Good Bad Girl.
    • The only times we get to see Hui Fei with her hair down are when Chang makes unwanted advances on her in the night, and after he's raped her. Anna May Wong however looks stunning with her hair down, giving her an Unkempt Beauty.
  • Harsher in Hindsight: It's somewhat prophetic that Mrs Haggerty is the one character to keep worrying that they'll all be killed when they're taken hostage. Her actress Louise Closser Hale would die only a year later.
  • Heartwarming Moments:
    • Driven to absolute despair at not being able to do anything when her lover is a hostage and her friend has just been taken to be raped, all Lily can do is pray for their safety.
    • Dr Carmichael sees the above and is convinced that Lily's offer of Sex for Services to Chang was far more nuanced. He's the only one who believes this, gets the truth out of her and then tells Donald to essentially be with his girl.
    • It turns out the French passenger is a disgraced soldier who wears his uniform so that his sister - who he's going to visit - won't know (Lily tells us this when interpreting for him to Chang). In the climax, we see him reuniting with his sister. He introduces her to Lily and thanks her for helping him.
  • Hilarious in Hindsight: If you remember that Marlene Dietrich was hyped as a Spiritual Successor to Greta Garbo, the line where she asks Donald "do you want to be alone?" is quite amusing.
  • Just Here for Godzilla:
  • Les Yay: Not as much as you'd think, as it's made clear that Shanghai Lily and Hui Fei are only acquaintances. But the chemistry between the two actresses led to rumors of an affair between them for years.
  • Love to Hate: Sam Salt personifies the "Ugly American" Stereotype, but damn if Eugene Pallette isn't enjoyable.
  • Narm: One Anna May Wong biography referred to Marlene Dietrich's constant eyerolling in her scenes with Chang as being unintentionally hilarious.
  • Once Original, Now Common: The lighting might look nice to a modern audience but it was a seminal bit of film lighting at the time. It helped cement Marlene Dietrich's iconic status, and has been reproduced by Queen and Madonna.
  • Signature Scene:
    • The reunion between Donald and Madeleine, with the windowsill dividing them is a memorable one. The use of light and shadow, Marlene Dietrich's outfit and of course the famous line.
    "It took more than one man to change my name to 'Shanghai Lily'..."
    • The other memorable scene is where the stuffy Mrs Haggerty tries to give Madeleine and Hui Fei the address of her boarding house, only to discover they're that type of girl.
    "Don't you find respectable people terribly dull?"
  • Special Effect Failure: The rear projection effects as the train is moving. The backgrounds look way too big in some places.
  • Stoic Woobie:
    • Madeleine/Shanghai Lily was left broken-hearted five years ago when Donald left her, and she's had to become a prostitute to survive. When she's reunited with him, she's looked down on by every other character on the train, and treated like a sex object by Chang. She has to face the possibility of the love of her life being blinded or else having to become The Mistress to a bloodthirsty rapist. She also spends the last act of the film with everyone thinking she's a floozy that offered herself to Chang to secure her own comfort, none knowing she did so to save Donald's life. She does very little angsting about it however.
    • Donald keeps his Stiff Upper Lip intact throughout the film, but it's obvious that Madeleine hurt him so badly he had to break it off with her - in spite of how much the separation also hurt. He avoided finding love again simply because he didn't want to be hurt that badly by another woman.
  • Unintentional Period Piece: The film's bleak and gloomy tone instantly mark it as a 1930s piece - where the themes of identity loss and displacement parallel those of the Great Depression. Madeleine's character is also a remnant of the "European mystique" that Hollywood held for the likes of Marlene Dietrich and Greta Garbo before her - instantly marking the film as being made before the rise of Nazism in Germany. The fact that the film is so obvious about what Madeleine and Hui Fei do for a living marks it as being made during The Pre-Code Era.
  • Values Dissonance:
    • This line that could only be uttered completely straight in a film from the 1930s?
    “What future is there in bein’ a Chinaman? You’re born, eat your way through a handful of rice, and you die. What a country! Let’s have a drink!”
    • Though at the same time, the character uttering these lines is consistently portrayed as an obnoxious lout who nobody seems to like, so this could be more his opinion than the film's.
    • Shanghai Lily and Hui Fei having records playing in their compartment is actually meant to show them as being extravagant - as most people couldn't afford recorded music during the Great Depression (and they have a flashy portable phonograph). Mrs Haggarty complaining about the music later in the film is also because she sees them as wasting money that others don't have. Them playing hot jazz is likewise meant to show them as being rebellious.
    • Mrs Haggerty has to hide her dog in her bag to avoid him being placed in the baggage car when she boards the train. He's then placed in the car when he's found out. These days, it's more appropriate to allow pets to travel via train, as long as the rail service is notified in advance. She looks rather irresponsible for not letting them know she was bringing an animal on board.
  • Values Resonance: Pointed out here, the film makes some strong statements about prejudice and Slut-Shaming - where the respectable white characters are shown as flawed, hypocritical and ignorant. Hui Fei likewise averts any racial stereotyping and is the one that ends up really saving the day. She's also played by an actual Asian actress.
  • Visual Effects of Awesome: The film's stunning lighting deserves a mention for just how seminal it was in filmmaking. Naturally it won an Oscar for Best Cinematography.
  • What Do You Mean, It's Not Symbolic?: Chang - played by a white actor in Yellowface - is stabbed to death by Hui Fei, who is played by an actual Chinese actress. The former is shown as a ruthless misogynist and the latter as one of the most moral characters.
  • Why Would Anyone Take Him Back?: A few feel that Donald is forgiven far too easily for his Slut-Shaming ways (although the movie calls him out for it repeatedly).

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