The critical art writings of Adrian Stokes (1902-1972), based on the psychoanalyst Melanie Klein's innovative theories, were enormously influential on visual art and culture during his lifetime, but have rarely been applied to film. In this first major study of Stokes, his ideas and those of the philosopher Richard Wollheim are considered in relation to two central issues in current film theory - film as representation and as expression. Stokes's fundamental distinction between carving and modelling which reflects Klein's own division in mental life between the paranoid-schizoid and depressive positions is explored in relation to the traditional divison in film theory between montage and realism. At the core of this study is the role of the Kleinian notion of phantasy in understanding film as an art form. To this end, the carving and modelling modes are applied to the films of Ford, Hitchcock, Rossellini, Antonioni, Dreyer, Eisenstein and American B movies.