Hush...Hush, Sweet Charlotte is a 1964 American psychological horror thriller film directed and produced by Robert Aldrich, and starring Bette Davis, Olivia de Havilland, Joseph Cotten, Agnes Moorehead and Mary Astor in her final film role.

It follows a middle-aged Southern woman, suspected in the unsolved murder of her lover from decades before, who is plagued by bizarre occurrences after summoning her cousin to help challenge the local government's impending demolition of her home.

Following his previous success adapting Farrell's novel What Ever Happened to Baby Jane?, Aldrich originally cast the film to reunite Davis with Joan Crawford, despite their notorious turbulence on set.

Thirty-seven years later, Charlotte, a spinster, having inherited the estate after her father died, is tended to by her loyal housekeeper, Velma.

Despite notice from the Louisiana Highway Commission that she has been evicted from the property to make way for the impending construction of a new interstate, Charlotte is defiant, and threatens the demolition crew with a rifle.

Seeking help in her fight against the Highway Commission, Charlotte summons Miriam, her successful businesswoman cousin who lived with the family as a girl but has since moved to New York City.

Charlotte's sanity soon deteriorates following Miriam's arrival, her nights haunted by a mysterious harpsichord playing the song John wrote for her and by the appearance of his disembodied hand and head.

Suspecting that Miriam and Drew are after Charlotte's money, Velma seeks help from Mr. Willis, an insurance investigator from England who is still fascinated by the case and who has visited Mayhew's ailing widow, Jewel; she gave him an envelope only to be opened after her death.

After Miriam tricks the intoxicated Charlotte into shooting Drew with a gun loaded with blanks, the two dispose of his body in a swamp.

Writer Henry Farrell, on whose novel the film had been based, had written an unpublished short story called "What Ever Happened to Cousin Charlotte?"

The opening shot described a severed head rolling down the stairs, and each page contained more blood and gore and hysterics and cracked mirrors and everybody being awful to everybody else.

[7] Initially, it was halted after a third-party lawsuit was brought against Davis by Paramount Pictures over a commitment to complete additional filming on Where Love Has Gone (1964).

The production was postponed again to allow Crawford to recover after she was admitted into the hospital due to an upper respiratory ailment, though Aldrich hired a private investigator to track her and determine whether she was actually ill.[8] By August 4, 1964, the production had been suspended indefinitely, and the studio's insurance company insisted that Crawford be replaced, or else the film would have to be cancelled entirely.

[7] Aldrich sought several actresses to replace Crawford, including Loretta Young, and Vivien Leigh, but they were each either unable or unwilling to take the role.

[7] Aldrich ultimately sought Olivia de Havilland for the part, and flew to her home in Switzerland to attempt to convince her to take the role.

Bosley Crowther observed, "So calculated and coldly carpentered is the tale of murder, mayhem and deceit that Mr. Aldrich stages in this mansion that it soon appears grossly contrived, purposely sadistic and brutally sickening.

"[14] Variety's reviewer wrote: "Davis' portrayal is reminiscent of Jane in its emotional overtones, in her style of characterization of the near-crazed former Southern belle, aided by haggard makeup and outlandish attire.

A later review for Time Out (London) observed: "Over the top, of course, and not a lot to it, but it's efficiently directed, beautifully shot, and contains enough scary sequences amid the brooding, tense atmosphere.