Milestone Films

Without Lying Down: Frances Marion and the Power of Women in Hollywood

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"I've spent my life searching for a man to look up to without lying down." — Frances Marion

And what a life it was! From 1915-1939, Frances Marion was one of the most powerful talents in the movie industry. In one of the most liberating eras for women in film, she wrote more than 200 movies and was the world's highest paid screenwriter - man or woman. Hollywood moguls competed for her stories. Stars like Pickford, Garbo, Gable, Gish, Valentino, and Dressler brought her characters to life. Scripting such classics as The ChampPoor Little Rich GirlAnna ChristieMin and BillThe Big House,Camille, and The Scarlet Letter, Marion became the first screenwriter to win two Oscars®.

Now, Frances Marion's fascinating life and times come alive in this insightful documentary narrated by acclaimed actresses Uma Thurman and Oscar®-winner Kathy Bates - who gives voice to the screenwriter's own words taken from her letters, diaries and memoirs. Footage from more than twenty of Marion's movies align with commentary by pre-eminent silent film historian Kevin Brownlow, critic Leonard Maltin and Marion's celebrated biographer, Cari Beauchamp. Interviews with current women filmmakers reflect on the legacy left to them by Marion and the pioneering women of early Hollywood who did it all "without lying down." A bonus feature on this DVD is the wonderful and rarely seen classic, A Little Princess starring Mary Pickford and ZaSu Pitts with a script by Frances Marion!

Without Lying Down. Directed by Bridget Terry. Written and Produced by Terry & Cari Beauchamp. Narrated by Uma Thurman and Kathy Bates as the voice of "Frances Marion." Executive Producer: Hugh M. Hefner in association with UCLA Film & Television Archive. Music by Glenn A. Jordan. Original Photography by Eric Anderson. Edited by Tamera Daugherty, Eve Gage. Based in part on Without Lying Down by Beauchamp. © 2000 Chaise Lounge Productions, LLC and UCLA Film and Television Archive.

This DVD is available for Institutional Purchase, which includes public performance rights and a 3-year streaming license. Please click on the “Format” button and select “DVD Institutional Rate.”


 An Explanation of Home, Classroom, and Public Performance Rights

Individuals and non-profit institutions purchasing DVDs, DVD-Rs, or Blu-rays — or streaming — at published home-use sale and rental prices are authorized to use the film only for private home screenings and legitimate classroom showings (a regularly scheduled class with an instructor present), per the United States Copyright Law. You can learn more about the distinction between classroom and public performance screenings here.


Through our distribution partner, Kino Lorber, Milestone provides a variety of licensing to suit all needs. Our standard institutional licensing packages are designed to provide colleges, universities and qualified non-profits with the best value for multiple uses, and our one-time community screening licenses allow any organization to exhibit high-quality films for a reasonable fee. Please note that all licensing carries restrictions on audience numbers and/or geographic range.


  • CLASSROOM RIGHTS allow unlimited use in face-to-face classroom situations for the life of the media, restricted to a single campus or location. Please note that this license doesn't include public screenings or digital transmission of any kind.
  • PUBLIC PERFORMANCE RIGHTS (PPR) allow educational and nonprofit groups to exhibit our films to groups of 100 or fewer individuals where admission is not charged. The term of the public performance license is for the life of the DVD. However, if you intend to charge admission, expect an audience over 100, or publicly advertise the screening, then we ask that you contact us regarding an exhibition fee. Films purchased without Public Performance Rights are restricted for individual viewing or face-to-face teaching in the classroom only.
  • DIGITAL SITE LICENSES (DSL) allow colleges, universities and nonprofits to locally host and stream to their community on a closed, password-protected system for the life of the digital file.
  • K-12 PPR comes with limited performance rights so films can be shown in classrooms, at PTA meetings, during after school programs, and transmitted on a closed-circuit system within a K-12 school building or on a single campus. 

For all educational licenses and screenings, please Estelle Grosso, Director of Educational and Non-Theatrical Sales & Distribution at Kino Lorber (Milestone’s distribution partner) at:

The purchase of DVDs, DVD-Rs, and Blu-rays at the institutional rate by anyone outside of a North American non-profit educational institution does not grant rights for public performance or streaming.

Any continuous or loop screenings as part of a museum exhibition must also be licensed separately. Inquiries must be negotiated directly by emailing

Information for Exhibitors Screening DCPs and Film Prints

All bookings must be made by email correspondence with George Schmalz, Director of Theatrical Sales at Kino Lorber (Milestone’s distribution partner) at: to negotiate terms and insure a screening copy is available. An order is only finalized when Kino Lorber sends written confirmation.

DCPs are shipped insured for their cost via Federal Express or UPS and must be returned the same way or by an equivalent method. Shipping and handling charges for outgoing DCPs appear on your invoice. The immediate return or transshipment (as directed) of all DCPs is your responsibility.

DCPs should be returned to:

Milestone Film & Video
38 George Street
Harrington Park, New Jersey 07640-0128
United States 

35mm and 16mm prints are shipped insured for their cost via Federal Express or UPS and must be returned the same way or by an equivalent method. Please do not ship prints back via US Mail. Exhibitor pays to ship both ways. Shipping and handling charges for outgoing prints appear on your invoice. The immediate return of all prints is your responsibility.

Prints should be returned insured for $1,000 to:

Iron Mountain
Attn: Milestone Account
235 Main Street
Little Falls, NJ 07424

For public screenings, advertising materials can be requested by contacting

Milestone is the exclusive licensor for all the titles in this catalog, all of which are available from Milestone’s distribution partner Kino Lorber. in their complete versions.


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