This study discusses the extent to which Charles Sturridge's Where Angels Fear to Tread, Merchant Ivory's Howards End, and David Lean's A Passage to India have aimed at, and succeeded in, exploring the thematic concerns of E.M. Forster's novels. A brief introductory chapter explains the motivation behind this research, and the choice of critical methodologies used. It concludes with an outline of some of the problems confronting film-makers wishing to explore the concerns of novels. The first chapter, which is devoted to Where Angels Fear to Tread, reveals that while Sturridge is "faithful" to Forster's novel at a superficial level, basing most of his scenes on, and taking most of his dialogue directly from, the text, he does not explore Forster's themes. The facility with which film tells stories proves to be a treacherous trap for Sturridge. His version of Where Angels Fear to Tread is totally vacuous because he failed to develop anything beyond the story -- Forster's "tapeworm" of time (Aspects of the NoyeI41). The causality that Forster calls plot seemed beyond Sturridge's comprehension, leaving his film little more than an endless progression of "and then[s]" (Forster, Aspects 87). Characters are not given their full weight; symbols and leitmotifs are overlooked; the allegorical elements he did recognize, he failed to understand, and thus misplaced, so that the epiphanic moments of the novel are lost. There is no possibility of thematic concerns emerging from a film in which plot, characterization, symbol and rhythm are ignored. Sturridge's apparent inability to understand his source is in stark contrast to Merchant Ivory's sensitivity to Howards End, and their evident familiarity with literary criticism on the work. Chapter two explores the way in which their adaptation smooths out putative flaws in characterization and plot, and uses filmic rhythm and camera work to suggest comments made by the novel's narrator. Almost wholly successful in developing the novel's themes, Merchant Ivory's Howards End does not, however, successfully explore the spiritual dimensions of Forster's novel. Film is a medium capable of great subtlety, but its strength lies in its ability to capture the seen; the unseen tends to evade its grasp. It is in dealing with the unseen that Lean's A Passage to India misses greatness, for in virtually every other respect his version of Forster's masterpiece is superb. Chapter three explores Lean's creative and flexible approach to adaptation, his acute sensitivity to the differing demands of film and novel, and his confident technical mastery. It also explores, however, the emptiness at the heart of his film, an emptiness that is the result of his trivialization of the spiritual concerns of Forster's novel.