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Fairly unique among war films for its nearly seamless incorporation of stock footage into its fictional narrative (amounting to approximately 25% of the overall running time, and culled from the roughly 18,000 hours worth of World War II footage preserved at the Imperial War Museum in London), Overlord is at once exacting in its historical specificity and timeless in its evocation of life senselessly lost. Thomas Beddows (Brian Stirner) is still a minor when he embarks from his English home for the mounting effort against Germany. He arrives to basic training late, delayed by the London Blitz, and the bulk of the film meanders with him as he’s shuffled from base to base with little to do other than think about his likely, inevitable death. Ultimately, he perishes instantly from a stray bullet before he even gets out of the boat at Normandy. From its opening in darkness, to its slipstream tapestry of wartime footage, to our surrogate’s quiet ruminations about life, death, and everything in between, Stuart Cooper’s film achieves an unlikely fusion of the gorgeous and the despairing—an anguished look at the devastation wrought even by a morally justified war. By the end, that our everyman’s death is shown to be essentially useless is practically beside the point.

Utilizing antique camera lenses to approximate the look of the combat footage around which the rest of Overlord was conceived, Cooper’s film achieves an ethereal quality that seems to transcend time, a quality aided immensely by the use of black-and-white 35mm, unknown actors, and an effectively simple story. The performances are reserved and awkward, with a raw sincerity that speaks to a careful balance between expression and function, or, if you will, free will and determinism—all the better to mirror the fact that the countless individuals they’re representing throughout history also went about similar paths and to similar fates, unsure of the roles they played as they gave of themselves to a cause beyond their understanding. This is a British film about a British soldier, but it could just as easily be any soldier’s story. The imagined and the real are blurred in Thomas’s frequent return to the daydreamed image of a soldier perishing while charging an unseen enemy; so, too, does the film achieve a dreamlike effect as the newly shot footage meshes with haunted images of real bombs falling toward unseen targets, real explosions punctuating the cloudy terrain of a nighttime sky, and real bullets strafing living targets, as seen from the cockpits of their attackers. John Alcott’s cinematography is a carefully tempered mixture of lightly poetic visuals and matter-of-fact coverage, faithfully recreating the quotidian artistry captured by so many wartime cameramen forced to keep the camera rolling as hell unfolded around them.

The film’s title refers to the eponymous military operation that saw so many lives lost on D-Day, but in the filmmaker’s decision to strip the work of historical bullet points, it takes on a more cosmic tone, as if a great (or terrible) entity, ever-present, were responsible for the horrors on display and the even greater horrors suggested. The source of man’s inhumanity to man, and its consequences, go beyond Thomas’s ability to understand them, and indeed, the film deliberately eschews any kind of larger summation of its themes and content in favor of a fitting ambivalence, much like how its doomed hero eventually gives up and accepts his place in the world despite his relative obliviousness to it. The war machine is a presence both figurative and literal here, from the nightmarish, dragon-like contraptions that ravage a beach, chewing up barbed wire and scouring for undetonated mines, to the unseen maneuvers that separate our taciturn protagonist from the girl (a radiant Julie Neesam, poignantly referred to only as “the girl”) he meets during a rare respite from his duties. In its alternating sense of rage, apathy, and despair, Cooper’s film is among the most honest films ever made about the effects of war.


Because of Overlord’s melding of raw combat footage and newly shot sequences, there are inevitable fluctuations in image quality, but even if one doesn’t discount the obvious wear and tear that accompanies the former material, this is still a striking 1080 transfer. Remastered without any noticeable impact on the roughly hewn integrity that contributes to the film’s eerie melancholy, grain has been richly maintained, with minimal noise. Sound, here presented only as an English LPCM 1.0 track, is similarly excellent despite its technical simplicity. Paul Glass’s score is nicely balanced amid the dialogue and sound effects, which remain crisp despite the mono track’s limitations.


A small bounty of worthwhile supplements helps lend context to the exquisitely archetypal Overlord. The 23-minute "Mining the Archives" details Stuart Cooper’s initial intentions of making a documentary and the scope of wartime footage available to him. The director also provides an introduction to the "Soldiers’ Journals" feature, in which the diaries of two sergeants, Edward Robert McCosh and Finlay Campbell, are movingly read aloud; several lines from the film found their genesis in these passages, verbatim. The roughly 10-minute long "Capa Influences Cooper" examines the surviving work of wartime photographer Robert Capa, whose shots from Omaha Beach on D-Day convey the horror of that battle better than many motion pictures could ever aspire to. Additionally, there’s an original theatrical trailer, an insightful feature-length commentary track from Cooper and lead actor Brian Stirner, and an illustrated booklet with an essay from film critic Kent Jones and passages from the film’s novelization. Rounding out the set are three short films: the historical anti-Nazi parody Germany Calling, seen within Overlord itself, as well as the historical newsreel short Cameramen at War and Cooper’s own A Test of Violence, a 1969 short that repurposes the paintings of Juan Genovés, whose depictions of violence and oppression were an obvious influence on Cooper’s later work.


Meriting comparisons with similarly themed works by everyone from King Vidor and Lewis Milestone to Steven Spielberg and Terrence Malick, Stuart Cooper’s film now has the chance to find the audience it always deserved. Criterion does right by the little-seen masterpiece.

Image 4.5 out of 5 4.5 out of 5 4.5 out of 5 4.5 out of 5 4.5 out of 5

Sound 4.5 out of 5 4.5 out of 5 4.5 out of 5 4.5 out of 5 4.5 out of 5

Extras 4.5 out of 5 4.5 out of 5 4.5 out of 5 4.5 out of 5 4.5 out of 5

Overall 4.5 out of 5 4.5 out of 5 4.5 out of 5 4.5 out of 5 4.5 out of 5

  • Blu-ray Disc
  • Dual-Layer Disc
  • Region A
  • Aspect Ratio
  • 1.66:1 Anamorphic Widescreen
  • Dolby Digital Formats
  • English 1.0 Mono
  • DTS
  • None
  • Subtitles & Captions
  • English SDH
  • Special Features
  • Commentary by Director Stuart Cooper and Actor Brian Stirner
  • "Mining the Archive," a 2007 Piece Featuring Archivists from London’s Imperial War Museum Detailing the Footage Used in the Film
  • "Capa Influences Cooper," a 2007 Photo Essay Featuring Cooper on Photographer Robert Capa
  • "Cameramen at War," the British Ministry of Information’s 1943 Film Tribute to Newsreel and Service Film Unit Cameramen
  • A Test of Violence, Cooper’s 1969 Short Film About the Spanish Artist Juan Genovés
  • Germany Calling, a 1941 Ministry of Information Propaganda Film, Clips of Which Appear in Overlord
  • Excerpts from the Journals of Two D-day Soldiers, Read by Stirner
  • Trailer
  • Booklet featuring an Essay by Critic Kent Jones, a Short History of the Imperial War Museum, and Excerpts from the Overlord Novelization by Cooper and Coscreenwriter Christopher Hudson
  • Buy
    Release Date
    May 13, 2014
    The Criterion Collection
    84 min
    Stuart Cooper
    Christopher Hudson, Stuart Cooper
    Brian Stirner, Davyd Harries, Nicholas Ball, Julie Neesam, Sam Sewell, John Franklyn-Robbins, Stella Tanner, Harry Shacklock, David Scheuer, Ian Lison, Lorna Lewis