The Queen of Spades is a 1949 British fantasy-horror film directed by Thorold Dickinson and starring Anton Walbrook, Edith Evans and Yvonne Mitchell (in her cinematic debut).

Herman overhears gossip among several military officers about the aging Countess Ranevskaya, who knows the secret of winning at cards and won a large sum of money after selling her soul, several decades earlier in her youth.

Later Herman purchases a book titled The Strange Secrets of the Count de Saint Germain purporting to tell the true stories of people who sold their souls for wealth, power or influence.

One chapter of the book describes how in 1746 a "Countess R***" obtained the secret from the count and subsequently won a fortune from gambling.

Andrei, a military officer of noble birth and a friend of Herman, encounters Lizaveta in a bird market and decides to become her suitor.

Showing compassion, Andrei escorts a very distraught Herman from the gambling table, who mumbles repeatedly "three, seven, ace … three, seven, queen".

The screenplay was adapted from a short story of the same name by Alexander Pushkin, with a script written by Arthur Boys and Rodney Ackland.

[5] Ackland was also originally the film's director, before disagreements with producer Anatole de Grunwald and star Walbrook, caused him to be replaced at a few days notice by Thorold Dickinson, who also rewrote sections of the script.

[8] Writing in 1949, The New York Times Bosley Crowther noted "a most beautifully accomplished cast, exquisite baroque production and staging of a tense and startling sort.

Much good use has been made of sound effects; the recurring "frou-frou of the Countess's silk dress, the crispness of the snow, the wind in the dream, all go to make a sinister thrilling whole.

"[11] Leslie Halliwell wrote: "Disappointingly slow-moving but splendidly atmospheric recreation of an old Russian story with all the decorative stops out; the chills when they come are quite frightening, the style is impressionist and the acting suitably extravagant.

[16] Martin Scorsese has described Thorold Dickinson as an underrated director, saying of The Queen of Spades that "this stunning film is one of the few true classics of supernatural cinema.