Common in film noir are the binary oppositions between characters’ personalities and the visually mesmerizing images which often explode on-screen before the eyes of the audience. The high key lighting of a beautiful countryside, the low key lighting of a large city, a face half consumed by shadows, or a woman clad in all white with a soft angelic glow can tell one just as much as an entire scene of dialogue. But some of the most discussed and debated elements of film noir concern the roles of opposition between the femme fatales and the good girls. At the surface, the femme fatale would appear to be a figure of pure malevolence—lying, cheating, and killing her way to the top in pursuit of a position of wealth and power. But upon closer inspection, one can see that the femme fatale’s actions are often prompted by a painful past, an unhealthy relationship with an abusive lover, or a multitude of other reasons. Just as the femme fatales cannot be labeled as purely evil, the good girls who stand opposite them on-screen cannot be labeled as entirely innocent either. In contrast to the domination of the femme fatales it is often easy to over-look much smaller acts of deceit, but many of noir’s good girls are much more complex than would seem: from dishonesty to disguises, the good girls of film noir are often pursued by the protagonist in the end, for they represent a realistic compromise somewhere in-between the excesses of the femme fatales and the purity or dullness of a truly “good girl”.Pitted against the intense sexuality of the femme fatales, the good girls seem to be “desexualized”, dressing rather conservatively (Oliver, Trigo 29). Murder, My Sweet’s Ann Grayle, for instance, dresses primarily in singular color cotton or tweed ensembles, never showing any thigh as Helen Grayle does to attract Philip Marlowe’s attention. Double Indemnity’s Lola Dietrichson dresses similarly, as does Out of the Past’s Ann Miller who never wears a low cut outfit like femme fatale Kathie Moffat; Ann’s shirts and blouses always cling to her neck above the collar bone and she never even reveals her forearms. This basic code of conservative dress for the good girls conceals their sexuality, placing them in figurative shadows behind the luminosity and urgency of the femme’s. So, it is of little to no surprise that these good girls are of little notice or minor impact to the protagonists at the beginnings of each story, (even though Philip Marlowe occasionally comments on the “nice figure” of Ann Grayle). Instead, what is more impactful than the overt sexuality of the femme fatales, are the good girls’ bad-girl tendencies which are cloaked beneath their conservative attire. Not to be ogled at by every man who crosses their paths, the good girls’ rebel in their own, yet subtle ways.In Double Indemnity, as we first meet Lola, she is innocently playing Chinese checkers with her step-mother Phyllis. After becoming bored with the game, Lola tells her father that she is going roller-skating with a friend and exits the house after promising him that she will not be seeing the delinquent Nino Zachetti. But after insurance man Walter Neff exits the house that evening, saying goodbye to both Mr. Dietrichson and Phyllis, he opens his car door to find Lola sitting inside. She informs Neff that she has no intentions of going roller skating, but needs a ride so that she can meet Nino Zachetti for their date. Our first glimpse of Lola is as a young, innocent girl maybe in her late teens or early twenties, but we quickly discover that beneath her conservative attire, high-pitched soft voice, and batting eye-lashes, she is a woman whom will not surrender to the demands of her father’s patriarchal authority. A similar situation of mistaken identity occurs after Marriott’s death in Murder, My Sweet. Detective Philip Marlowe is immediately “confronted by a woman claiming to be a reporter who wants more information”, but as Marlowe soon discovers, it is actually Ann Grayle (Palmer 77). Like Lola’s innocence upon her first appearance, Ann Grayle is gentle in her approach to Marlowe. She is calm, cool, and collected, but the fact that Marriott’s death has just occurred is what tips-off Marlowe. When he insists on visiting the Grayle household with Ann, both Marlowe and the audience quickly forgets about Ann as the bombshell Helen steps into the foreground, her commanding, hyper-sexualized on-screen presence instantly casts a shadow on the “good girl” Ann, thus moving her into the background. In the cases of Lola and Ann, we can clearly see that this good girl persona is simply that—an act, dress, or disguise put on to hide their true selves or motives. They are neither overtly menacing nor deviant in any way (especially in comparison to the femme fatales), but there is definitely more to them than our first impressions. Adding to our notions of their goodliness or innocence is the fact that both Marlowe and Neff call Lola and Ann “kid” throughout both films; Marlowe himself “asks repeatedly about the fate of the ‘kid’…” (Palmer 81). One would normally associate the word “kid” with some strain of purity or child-like innocence, so when Lola and Ann are called “kid” by the protagonists, this re-enforces their good girl personas and we still see them as relatively pure in contrast to the femme fatales in control of the screen.In Out of the Past, it is easy to see Jeff’s Bridgeport love Ann Miller as a boring, flat character in comparison to that of Kathie Moffat. But like Lola, Ann Miller also rebels against the patriarchal authority. Her mother and father are heard yelling about their disapproval of Ann’s relationship with Jeff as we first meet her. And when Jeff is later accused of murder, Ann yells at her father, refusing to speak to him about Jeff or the present situation. Following that, Ann sneaks out of her house early one morning to meet Jeff in the woods, even though he is being pursued by both the cops and Whit. During their brief meeting, they are being spied on by Jim whom himself represents the law; in face of these risks and consequences, Ann still asks Jeff to go out on the lam with him. Although Ann Miller, Lola Dietrichson, and Ann Grayle have the capacities to be both deceptive and defiant, one thing remains constant in each of the three films: they provide both a sense of solace for the protagonists while representing a life of normalcy, balanced somewhere between the good and bad girl personas. In Out of the Past, Jeff’s flashback narration in the car with Ann “serves to locate Jeff’s affair with Kathie as the traumatic past which he has to repress in order to live a ‘normal life’” (Krutnik 104). Author Leighton Grist sees Jeff’s affair with Kathie as a transformation from a “seeker hero” to that of a “victim hero” (207). As the victim, Jeff tries to square himself with not only the law and Whit, but he also attempts to absolve himself of all his misdeeds and lies by his repentance and admittance to Ann. Ann then serves as Jeff’s last chance for salvation and a life away from his criminal past. It would even appear that Ann is attracted to Jeff partly because of his mysterious past—Jeff finding himself equally attracted to Ann because their relationship still provides Jeff with some links to his bad boy past: both Ann’s parents and Jim disapprove of their relationship, and the woman in the café of the opening scene comments that ‘no one will be seeing Jeff if he keeps hanging around Jim’s girl’. Ann’s sneaking out of the house to meet Jeff is another action of forbiddance that in some ways mirrors his past forbidden love affair with Kathie. Like Jeff who risks his life in order to return to see Ann, Marlowe returns to Ann Grayle in Murder, My Sweet even though he is being pursued by the cops and Amthor’s henchmen. He seeks information, rest, and solace in Ann, who is just as eager to figure out what is going on as Marlowe himself. In Double Indemnity, Walter Neff abandons Phyllis Deitrichson for step-daughter Lola, taking her to the hills outside of the Hollywood Bowl where Lola provides him with the information regarding Phyllis and Nino Zachetti’s secret relationship. In both films Murder, My Sweet and Double Indemnity, the good girls provide the protagonists with insights into which afford some clarity upon their current situations. This sudden transition in love-interests from the brutal femme fatales to the less wicked “good girls” is an interesting one to note: In Raymond Chandler’s novel, Philip Marlowe does not end up with Ann Grayle (Palmer 81), yet in the film version he moves from Helen to step-daughter Ann, and eventually ends up with her in the cab of the closing scene. Like Marlowe, Walter Neff moves from Phyllis to step-daughter Lola as she seeks to confide in Neff, and Neff can no longer risk being seen with Phyllis. Jeff Bailey moves from Kathie to Ann Miller, and arguably would have ended up with her in the end if not for the fatal wound inflicted by Kathie.The three films: Double Indemnity, Murder, My Sweet, and Out of the Past all depict “good girls” who are anything but that—they disobey patriarchal authority by sneaking out of the house and lying to their fathers. They mask themselves in conservative attire, and sometimes they even literally cloak themselves in costumes to conceal their identity. Although these “good girls” can be dishonest and rebellious, their characters are still much less forceful than the femme fatales. Which is why, perhaps, as the protagonists each fall victim to the traps of the femme fatales, they soon find themselves gravitating towards the “good girls” who come to represent a mild compromise between the excesses of wickedness and an angelic purity. Works CitedGrist, Leighton. “Out of the Past A.k.a. Build My Gallows High.” The Movie Book of Film Noir. Ed. London: Studio Vista, 1994. 203-212. Alden Library Electronic Course Reserves.Krutnik, Frank. “The ‘Tough’ Investigative Thriller.” In a Lonely Street: Film Noir, Genre, Masculinity. Ed. New York: Routledge, 1991. 103-112. Alden Library Electronic Course Reserves.Oliver, Kelly, and Trigo, Benigno. “Poisonous Jewels in Murder, My Sweet.” Noir Anxiety. Ed. Minneapolis, MN: U of Minnesota P, 2003. 27-47. Alden Library Electronic Course Reserves. Palmer, R. Barton. “Discovering the Darkness: The Noir Detective Film.” Hollywood’s Dark Cinema: The American Film Noir. Ed. New York: Twayne Publishers, 1994. 73-82. Alden Library Electronic Course Reserves.