Love is all consuming in noir, the way a tidal wave is or an especially infectious disease. And the love of a femme fatale, no matter how purely it began, is a death sentence.

It’s rare for film noir to show us how a femme fatale came to be. She’s usually a fully formed entity by the time we meet her. Sometimes, she’s demented and cruel despite her entrancing beauty (Leave Her to Heaven, 1945). Or a ruthless mix of Freudian tropes (Blonde Ice, 1948). Other times, like in the hands of Gloria Grahame, she turns from selfish mob moll to anti-hero (The Big Heat, 1953). It’s thanks to the work of amazing actresses that the femme fatale isn’t wholly inscrutable since she usually isn’t the main protagonist or gifted with voice over. Which is why The Strange Love of Martha Ivers (1947) got under my skin when I first saw it several years ago.

When we first meet Martha Ivers (Janis Wilson), she’s but a child of 13, cradling a kitten and trying to again escape the terrible influence of her aunt, Mrs. Ivers (Judith Anderson, who plays the character with a similar creepy, steely remove as Mrs. Danvers in Rebecca). At first glance, it’s hard to understand why Martha is so hellbent on leaving the care of her aunt, as her wealth promises that she will not have to ask for anything in life. But it quickly becomes apparent how domineering and sadistic her aunt is. Mrs. Ivers looks at her paternal parentage with disgust because her father was lower class, and she tries to beat the fire Martha inherited out of her system. Martha seems to only find solace with the street-smart and slick but incredibly poor Sam Masterson (Darryl Hickman).

After being brought back home from her latest attempt to run away, we witness what is essentially a poignant origin story for this femme fatale. Her aunt’s sadism cruelly comes into focus when she beats Martha’s kitten to death. We hear only the mewling cries and watch the focus in her aunt’s eyes and hear her cane come down again and again. Martha wrestles the cane from her hand and hits her over the head, leading her to tumble down the stairs to her death. But she has a witness — the spineless Walter O’Neil (Mickey Kuhn), the son of Martha’s tutor who presumes Sam, despite his escape. Mr. O’Neil presents Martha’s version of events about an intruder to the police but uses what he suspects as leverage to force Martha into eventually marrying his son. Martha’s cover story eventually leads to the death of an innocent former employee of her aunt’s, something that will haunt both witnesses into adulthood and become a precursor to the doom that will become a veil over Martha’s life. Despite all her effort, she has slipped from the control of one person to another. She inherits her aunt’s great wealth but not the autonomy she so desires.

The film jumps ahead about 18 years to 1946. The elder O’Neil is now dead. Walter (now played by Kirk Douglas in his first film role) is a district attorney. Martha (Barbara Stanwyck) has used her inheritance to create a formidable business empire. Sam (Van Heflin) has become a drifter and gambler who has been away from his hometown (and Martha) for years. He sparks a connection with Antonia “Toni” Marachek (Lizabeth Scott), a girl with her own trouble in life having just been released from jail. The film juxtaposes these various relationships — Walter loves Martha but she can’t stand him, and Sam is torn between his love of the Martha he used to know and his new affection for Toni. One love story is doomed before it’s ever rekindled. The other shows the potential of what can happen when two lost people find some direction with each other.

I know what you’re wondering… how does this film fit into The Feminine Grotesque? There’s no overt exploration of mental illness. Martha, whose emotional landscape shapes the film, isn’t a madwoman like the other women we’ve seen in the genre and its precursors. Look closer. Martha’s madness is in her inability to heal from the wounds of her past. As the film goes on, we see that, despite her best efforts, Martha has become a monster crafted out of the shadow of her aunt’s legacy — controlling, sadistic, cold, empty and yearning that fill emptiness in all the wrong ways.

We actually don’t see the grown up Martha until about 30 minutes into the film, and she seems like a completely different person. Decked in fur with a haughty gaze, she moves through her estate with a practiced, hard earned swagger to find Walter drunk upstairs. She looks at him with a mix of contempt and boredom. Barbara Stanwyck plays Martha as a mix of china and steel. It’s fascinating to watch her play off of Douglas, who doesn’t have the bold machismo he takes on later in his career. Here Douglas fully inhabits the simpering, unloved desperation of Walter. He seems fragile like a wilting flower or antique lace. Push him a bit and he’ll dissolve in front of your eyes. “Don’t stand over me like that… I’m a sentimental man, Martha,” he says when she looms over him asking him why he got drunk again. In every moment, he is in some way or another begging for her love and attention. They move around each other like predator and prey, yet as their dynamic shifts, sometimes it’s hard to figure out who really holds the power between them.

Femme fatales in other films are often after what Martha already has: money, power, influence. But she doesn’t have the one thing at the heart of the true desires of any femme fatale: autonomy. The ability to define your life’s course is something that alludes madwomen because of a culture that refuses to acknowledge their humanity.

Martha Ivers exists on a continuum of femme fatales that Stanwyck played in the 1940s and 1950s. On one end is the cold, manipulative Phyllis Dietrichson in Double Indemnity (1944). On the other end is Mae Doyle in Clash by Night (1952), who comes across as if she was a femme fatale in another life, and as we watch her now, she’s a self-destructive woman driven by her desire for a man she can’t quite understand. Martha exists somewhere in the middle. Around Van Heflin’s Sam, she’s all light touch. She moves as if life is full of promise. She looks at him with a desperate desire. Against Kirk Douglas’ Walter, she’s always in battle.

The push and pull between these two men in her life provide the film with its fire, but I’m most interested in how Martha is alone. Who is she with the makeup off? The fur enclosed in her closet? Away from the prying eyes of the town folk who revere and hate her in equal measure? Away from Walter’s aching obsession and the nostalgia Sam brings? What does she think about at 3 a.m., unable to sleep? “A little girl in a cage waiting for someone to let her out,” is how Walter describes her late in the film. He’s been studying her his whole life so he should know. But I think it’s even more complicated. She’s a contradiction. There are two women who exist within Martha — the tender hearted girl like she was once before and the steely-eyed, dangerous operator she has had to become to survive.

The femme fatale is the clearest precursor of The Feminine Grotesque in film noir. For all her beauty and money, Martha is just as trapped as any other madwoman. By her unhealthy marriage to Walter. By the truth of what happened to her aunt that hangs over her head like a scythe that could fall at any moment. By Sam, who represents in her mind the last chance for true love and freedom that she’ll never get.

The way Martha moves through the world brings to mind the poem “Waking Kali” by Jeanann Verlee.

“A siren erupts in the dark

It is her throat.

The apartment is empty.

She lurches, swoops.

Aims for things that are not real.

Her body is a fist.

Her heart, a twelve-cylinder engine.

She writhes and folds.

Plants bruises into her breastbone,

Her temples, her thighs.

She strikes the doorframe.

The counter, windowsill.

Thunders the hardwood in hot circles,

Pistons in her ankles.

Prays to be made of stone.”

The battle of identity this poem illuminates shimmers beneath the composure Martha carries herself with. But it breaks through occasionally, like when she sees Sam as an adult for the first time. He’s come to Walter’s office asking for help (Toni violated her parole) and now back in jail. Martha doesn’t recognize him at first, but when she does, her whole body softens. While she looks Sam over, admiring him openly, Walter stews in the background heading back to the bottle despite how early it is in the morning. Later when they’re alone, Walter says to her, “This is the first time I’ve seen you off balance.” Walter sows the seeds of doubt when he suggests that Sam is back in town to blackmail them since they believe he witnessed the aunt’s death. The problem is that he didn’t. And this misunderstanding proves to be their downfall.

As Sam grows closer to Toni, he becomes more suspicious of Martha and Walter. Toni isn’t exactly the usual good girl in noir positioned against the femme fatale. But compared to Martha, she has integrity. It’s understandable why Sam would choose her, and not just because of Lizabeth Scott’s smokey-voiced allure. With Toni, it seems Sam can be himself as they go on dates and explore the town that he once called home. With Martha, everything is game, where she’s 10 paces ahead. Martha has a sharper tongue and mind, but the love she provides isn’t healthy or kind or true. Which is why, in the end, it seems her and Walter are meant for each other.

The film ends devastatingly. Walter, Sam, and Martha strip off their masks and lay the truth on the table. Walter, drunk of course, tells Sam about Martha, who didn’t even bat an eye when she testified against the innocent man in order to protect the riches she had come to appreciate. The sickness and guilt festering inside Walter bubbles to the surface. He pleads with Martha to help him with the sickness that lies inside of him. Walter falls down the stairs. When Martha sees him unconscious, she urges Sam to kill him; her voice like cool silk, a siren’s call that Sam does not heed. In asking Sam to kill Walter, Martha reveals her own ugliness. “I thought you loved me,” Martha says when Sam doesn’t kill Walter. “I thought I did too,” Sam replies. To Sam, Martha has a sickness too. A sickness that prohibits her from seeing what’s right and wrong, only what’s good for her and what isn’t.

Martha threatens to kill Sam because she can’t let him leave with all he knows now. Her teeth gritted. The gun held ahead of her. Her eyes maniacal. She relishes the idea of death. But her face falls when it’s clear that Walter won’t back up the story to cover up Sam’s murder. Sam is able to leave both of them to their rotten paradise, tossing out over his shoulder that he feels sorry for them. But the memory of them won’t leave their marriage. Martha decides things will be different between them like nothing ever happened. Something Walter knows isn’t true. They kiss passionately for the first time. And we see the glimmer of the gun in his hand. But Walter doesn’t have the steel, the gumption to do something so bold. When Martha notices the gun, a sickly joy crosses her face. And in one of the weirdest, sexiest, most fatalistic moments I’ve ever seen in film noir, she caresses his hand and brings the gun closer, helping Walter pull the gun closer. Before Martha dies, she says her real name, the one her father gave her: Martha Smith. Walter shoots himself in the chest as he cradles Martha’s dead body. Sam witnesses this; he’s disgusted and shocked. Eventually, Sam leaves to drive off with Toni, his own version of happily ever after. Meanwhile, Martha and Sam grow cold in their gilded prison.

“The road curved but I didn’t,” is something Sam says when he rolls back into town as an adult. But it seems to apply much more to Martha’s life. The Strange Love of Martha Ivers illustrates the various prisons madwomen find themselves in: those they create and those that society builds for them. Martha is never able to reconcile the woman she had to become to survive — the kind of woman willing to protect herself by sending an innocent man to the gallows, the kind of woman who suggests murder as if it’s a dinner date… and the kind of woman she had once hoped to grow up to be.

Frank Capra once said of Barbara Stanwcyk, “she was the greatest emotional actress the screen has yet known.” This is especially true watching her play Martha. The madwomen that Stanwyck played often had a steely reserve that could get them through life and tragedy… until it couldn’t anymore. With Martha, Stanwyck creates a woman who is a tangled web of contradictions, mixing grace and terror, and a desire for honesty with an inability to be honest with herself. Like all the great femme fatales, she mixes the mythology of Medusa and Lilith, two figures scorned by society, evoking ideas of female anger and lust. I don’t pity Martha like Sam does. I don’t pity any madwoman. Pity often makes it difficult to see the truth in people, and at worst, it’s condescending. Instead, I wonder who she sees when she looks in the mirror, all decked in furs and jewels and an air of power. Did she see Martha Ivers there or Martha Smith? Did she see the cruel evocation of her aunt’s legacy that she became? Or did she see a glimmer of that young girl she once was… a girl aching for freedom, joy and love like all madwomen once were at some point, a long time ago?

Angelica Jade Bastién is a writer based in Chicago. She has been published by The Atlantic, Bright Wall/Dark Room, Movie Mezzanine and writes regularly for Vulture. You can find her on Twitter @angelicabastien and her website madwomenandmuses.com.