It happens to be my personal opinion that Citizen Kane is Orson Welles’s second greatest movie; I prefer The Magnificent Ambersons, and by a considerable margin. Maybe it’s because I first discovered Ambersons on late-night TV in the early 1960s, a good four years before I first saw Kane. I hadn’t yet heard all the tales and legends behind the making (and editing) of the picture, so I didn’t know I was supposed to regard it with sorrowful disdain as The Great Saint Orson’s might-have-been masterpiece yanked from his loving hands and mutilated by the mindless paws of lesser, crasser men. All I knew was what I saw on the screen, and I thought it was a terrific movie. I still do.
It’s not my purpose here to try to dethrone Kane in favor of Ambersons; that’s a fool’s errand and I know it. Everybody who considers Citizen Kane the greatest movie ever made — i.e., just about everybody with an opinion on the subject — has good and sufficient reasons for saying so, and I wouldn’t dream of trying to talk them out of it. Personally, I’ve always found Kane … well,dazzling, impressive, virtuosic and all that, certainly, and a singular achievement any way you cut it. But for me it’s a rather cold movie that I rather coldly admire, like a display of fireworks seen from afar.
In Ambersons the fireworks are much closer and consequently quieter — and they’re very personal. The Magnificent Ambersons was a very personal picture for Orson Welles, too; quite a bit more personal, I think, than Citizen Kane had been. And I suspect that’s why he took what happened to Ambersons so personally; his bitterness was palpable any time the title was mentioned during the last 43 years of his life. “They destroyed Ambersons,” he often said, “and the picture destroyed me.”
Pardon me, but nobody destroyed The Magnificent Ambersons. If the picture is not as great as it might have been — and I do not concede that point — I say Orson Welles deserves as much blame for it as anyone. I suspect that on some level he knew that, and I think his bitterness over it must have come from chagrin as much as righteous indignation — maybe more.
The Magnificent Ambersons, first of all, was a novel that won author Booth Tarkington the first of his two Pulitzer Prizes (the second came three years later for Alice Adams). Born in 1869 in Indianapolis, Tarkington was successful right out of the chute with his first novel, The Gentleman from Indiana, published when he was 30. He was popular and prolific, turning out some 53 novels, plays and nonfiction books, including one published posthumously in 1947. Like many of his contemporaries, he has drifted out of fashion, but in his day he was nationally famous and well respected; his Penrod books, idealized yarns of mischievous childhood, gave Mark Twain’s Tom and Huck a good run for their money, and in 1922 the Literary Digest proclaimed him “America’s greatest living writer”.Tarkington’s current obscurity is undeserved. Certainly his two Pulitzer Prize winners are as good as they ever were. The Magnificent Ambersons was the middle volume of a trilogy Tarkington called Growth (the others: The Turmoil [’15] and The Midlander [’24]), and is the only one of the three that remains in print.
Magnificence, Tarkington writes, is always comparative; the magnificence of the Ambersons dated from 1873, when Major Amberson made his fortune, and it lasted “throughout all the years that saw their Midland town spread and darken into a city”. The Ambersons and their doings dominate the town’s activities and its conversations; everybody knows what they are up to and cares what they say, think and do. Major Amberson has six offspring, but only three of them figure in Tarkington’s plot: sons George and Sydney and daughter Isabel. Isabel in turn has two suitors: careful, quiet Wilbur Minafer (“a steady young businessman and a good church-goer”) and George’s best friend Eugene Morgan — dashing, charming, and a little wild.
One night, Eugene gets a bit too wild. In a state of inebriation while trying to serenade Isabel, he stumbles through a bass viol, reducing it to splinters and himself to a mumbling heap. Humiliated by his “making a clown of himself in her front yard”, Isabel refuses to accept his apologies or even to see him, and two weeks later announces her engagement to Wilbur. The wedding is a grand Amberson affair, the honeymoon as staid and careful as the groom, and Wilbur and Isabel move into their new house, a wedding present from the Major next door to (and almost as impressive as) his own, and they live there with Wilbur’s unmarried sister Fanny.
Isabel is a good and faithful wife to Wilbur, but she doesn’t really love him. A town dowager predicts that all her love will go to their children, “and she’ll ruin ’em.” The dowager is only partly wrong: Wilbur and Isabel don’t have children, they have one child.
By the time he is ten years old, George Amberson Minafer, the Major’s only grandchild and the apple of his adoring mother’s eye, is a spoiled rotten brat, lording it over local citizens and strutting around town as if he owns the whole place — which he assumes, by right of birth, he will someday. As a teenager he high-hats and bullies his supposed friends in a “secret club” they have formed when they dare to elect someone else president. The idea that he may be making enemies never enters Georgie’s mind; it’s other people’s job to curry favor with him. He dismisses anyone not an Amberson as “riffraff”. Among the solid citizens of the town, more than a few long for the day this haughty young prince will get his “comeuppance” (“Something was bound to take him down, some day, and they only wanted to be there!”).
So much for prologue. The Magnificent Ambersons really begins when 19-year-old George Minafer, now grown into a strikingly handsome young man, comes home from school for the Christmas holiday. His parents and grandfather host an elaborate formal soiree in his honor at the Major’s mansion. It is “the last of the great long-remembered dances that ‘everybody talked about'” — because, although the Ambersons may not realize it, their town is already growing too large for “everybody” to talk about anything.
At this party George comports himself according to his idea of noblesse oblige, pretending to remember people when he doesn’t (and, with some of his former boyhood friends, pretending he doesn’t know them when he does). One of the people he pretends to remember is none other than Eugene Morgan, now a widower with an 18-year-old daughter, returning to town for the first time since before George was born. George doesn’t know the history between his mother and Eugene, of course, but there’s something about the man that he doesn’t quite like.
Eugene’s daughter Lucy, however, is another matter. George likes her very much; he is instantly smitten. Lucy, for her part, takes a liking to him as well, despite his rather smug and grandiose airs, which, to his consternation, she finds slightly amusing.
Eugene spends the evening dancing with Isabel and with George’s Aunt Fanny and talking over old times with Uncle George, the Major, and his old rival Wilbur. Fanny — who, like many young women back in the day, was quite taken with Eugene — revels in his return, and in a quieter way, so does Isabel.
George stifles his mild dislike for Eugene as he continues to court Lucy, never quite sure where he stands with her, but finding her so much more interesting than the “silly” girls he grew up with. Eugene, meanwhile, becomes a regular visitor in the Minafer home, taking Fanny and Isabel, and sometimes Uncle George, on frequent outings in his automobile. For all of them it seems like old times, which both amuses and unsettles young George.
Some time later, the first crack in Major Amberson’s vast fortune appears when Uncle Sydney and his wife Amelia — insufferable snobs — decide that the town isn’t fit for a “gentleman” to live in, and pressure the Major to give them their share of his estate now rather than make them wait to inherit it in his will. Uncle George holds that the estate can’t handle being broken up so soon, and in the ensuing squabble Amelia makes catty allusions to rumors going around about Eugene and Isabel. Young George, his latent antipathy aroused, is alarmed, but Aunt Fanny, herself infatuated with Morgan, pooh-poohs the idea, while Uncle George dismisses it as the idle gabble of the malicious and greedy Amelia.
During young George’s senior year at college, Wilbur Minafer dies, the victim of a listless constitution and his worries about a business that died just before he did, taking all the Minafer money with it. Wilbur’s death therefore leaves Fanny penniless and at the mercy of her Amberson in-laws. Isabel and George agree that Fanny should continue to live with them, and they assign Wilbur’s life insurance money to her to give her something of a nest-egg. Still, she remains bereft, insecure and emotionally fragile; when Georgie returns home after graduation and teases her anew about Eugene Morgan, she is quickly driven to tears.
Also on his return from college, George is appalled to discover that the broad lawn between the Amberson Mansion and his and Isabel’s house has been subdivided by the Major to build five smaller houses as rental properties. George’s aesthetic sensibilities are offended; even more offensive is the idea of strangers — riffraff — interloping on Amberson property. Uncle George fails to impress on his nephew the idea that perhaps the Major needs the money. Later, when George asks his grandfather to buy a larger two-horse carriage, or even a four-in-hand, the Major temporizes, then mumbles something about helping George get through law school. George fails to make the obvious connection; he worries that the Major is getting senile.
Eugene Morgan continues a frequent visitor at the Amberson and Minafer homes, taking Isabel and Fanny — sometimes the Major, or Uncle George, or young George too, but always Isabel — for drives in his motorcar. Georgie, for his part, prefers buggy rides with Lucy, but his courtship is not going well. Whenever he presses her to become engaged, she sadly parries his advances. Finally George gets her to admit that she is concerned for her father’s approval and uneasy about George’s reluctance to “make something of himself”. George is affronted; why should he make something of himself when he’s already an Amberson? The very suggestion that he enter some profession insults him. He becomes quarrelsome, and he and Lucy are estranged.
That same evening, on their front porch, as Fanny and Isabel chat, George daydreams of Lucy begging his forgiveness, promising she will never listen to her father again, that she now dislikes him just as much as George does. This is followed by another, less pleasant fantasy: He imagines Lucy surrounded by young men — the same ones he bullied and dominated when they were boys — and laughing gaily, giving no thought to him. Riffraff! George continues to stew over his foundering romance with Lucy, and what he sees as Eugene’s meddling in his personal life. (Everything is always about George Amberson Minafer.)
One night, when Eugene comes to dinner — without Lucy — George’s resentment boils over. As Eugene and the Major chat about Eugene’s flourishing automobile factory, George blurts out that automobiles are a useless nuisance; they’ll never amount to anything and had no business being invented. In the awkward silence that follows, the Major chides George for his tactlessness. Eugene’s answer is worth quoting because it has become — partly due to the abbreviated version of it that appears in Orson Welles’s movie — the most famous passage from the novel:
Some time later, when George, still brooding over his break with Lucy, again snubs Eugene, Fanny sees it and comes to George’s room to congratulate him. She knows exactly what he’s doing, she says, but she doesn’t. In fact, she has let her own frustrated dreams of marrying Eugene Morgan poison her, and the poison festers as she sees long-buried feelings blossoming again between Eugene and Isabel. Now, misunderstanding George’s motives, she says she understands that he’s only trying to protect his mother’s reputation, that he’d give up Lucy in a minute if it was a matter of Isabel’s good name.
George is thunderstruck. In his self-absorption he hasn’t given a thought to Eugene and Isabel, but now, badgering the sputtering Fanny, he learns that Aunt Amelia was right, there has been talk about them, and it has only increased since Wilbur’s death. Fanny thought he already knew, but in fact she’s the one who has told him. Now she tries to restrain him, but he flies into a fury.
George storms across the street to confront Fanny’s friend Mrs. Johnson, a notorious gossip. Imperious as always, he demands to know who has been slandering his mother’s name, but she indignantly orders him out of her house. When George turns to his uncle, Uncle George is appalled at what George has done. Doesn’t he realize that he’s only thrown fuel on the fire? Gossip is never fatal until it’s denied, he says. Worse yet, in his nephew’s eyes, he appears unperturbed at the thought of Eugene and Isabel marrying; why shouldn’t they, he says, if they’re both free and care about each other? Young George calls the idea “monstrous”.
It is clear to Georgie that it’s up to him to defend his mother’s good name — the Amberson name — not to mention the memory of his father (whom he barely noticed when he was alive). When Eugene comes to the door to take Isabel driving, George intercepts him, refuses to let him in, tells him he is no longer welcome, and slams the door in his face.
Isabel waits in vain all afternoon for Eugene to come for her. Instead, late that evening, her brother George arrives, takes her into the parlor and closes the door. Fanny stops Georgie from barging in on them; She knows Uncle George is telling Isabel what her son has done. Too late, Fanny realizes the damage she has done, and is aghast. She realizes that she’s been a fool; she never had a chance with Morgan, and wouldn’t have had, even if Wilbur had lived. She was only letting off steam, and now look what she’s done.
Uncle George has brought a letter from Eugene pleading with Isabel to stand up to her son for the sake of their happiness. But George remains adamant, and the heartbroken Isabel can’t bring herself to go against his wishes. She breaks it off with Eugene once again. “This time,” he laments, “I’ve not deserved it.”
The next day George encounters Lucy downtown. It is clear she doesn’t yet know about the scene with Eugene. She is friendly and cordial, but she keeps the conversation light and trivial, which frustrates George. He had thought losing Lucy would be “no great sacrifice”, but now that he sees her, and she offers no hint of their former intimacy, he knows otherwise. Reminding him of their quarrel, she says since they can’t “play nicely”, they’d best not play at all. He tells her that he and Isabel are going away soon — indefinitely, perhaps permanently — and he may never see her again. She expresses casual regret but wishes him “ever so jolly a time”. Stung, he stalks off. Only when he is gone does Lucy show her true feelings, nearly swooning inside a nearby shop. When she gets home, she finds Fanny Minafer waiting for her, and at last she hears about what George has done to her father. Immediately after Fanny leaves, Lucy burns George’s pictures and all his letters.
The next day George and his mother leave on a round-the-world tour. Fanny has warned George that Isabel’s health is not good, but he refuses to believe it, says she’s the healthiest person he knows. In their absence, real estate values in Amberson Addition decline sharply, so much that the Major is unable to rent all of the new houses he had built.
One evening, relaxing on the veranda, Fanny and Uncle George fall to talking about money-making opportunities in the face of the dwindling Amberson fortune. Old Frank Bronson, the Major’s lawyer, has told George about a new company planning to manufacture automobile headlights; with the proliferation of motorcars like Eugene Morgan’s, this could prove to be a lucrative investment. Fanny and George agree to consider putting some money into the company, agreeing also not to invest more than they can afford to lose.
They ask Eugene’s opinion, and he advises caution, but by then Fanny and George have “the fever” and see the headlight company as a sure-fire way to get rich quick. They both “plunge” on the company, forgetting their resolve not to invest too much. It’s a decision that will have serious consequences.
Finally, after nearly a year and a half abroad, even young George can see that they must return home now if his mother is ever to withstand the journey. As it is, the trip home is so arduous that by the time they arrive Isabel is too weak to walk a step, and Georgie has to carry her up to her room. A doctor and nurse have been summoned and are waiting. Fanny, Uncle George and the Major are desolate, understanding — as young George does not, quite — that Isabel is on her deathbed.
Eugene Morgan hears, and comes to see Isabel, but George again refuses to let him in; if it weren’t for Morgan, he says, none of this would have happened. When Isabel learns that Eugene has been there, she whispers that she would have liked to see him — just once. The next morning she is dead.
Young George is dazed and devastated; he had been clinging to the forlorn hope that she might get better. Even a month later, he is still answering the unspoken reproaches he imagines coming from Uncle George and Aunt Fanny. “What else could I have done?” Before long, his question becomes, “If I was wrong, couldn’t someone have stopped me?” Fanny tells him, bleakly, that no, nobody could stop him; he was too strong, and Isabel loved him too much.
On some level, George seems to understand that his mother died of a broken heart, and that it was he and not Eugene Morgan who broke it. And even in his wretched grief and denial, he certainly knows this: He refused his mother’s dying wish to see Eugene one last time.
With Isabel’s death, the fall of the House of Amberson gathers a terrible momentum. Major Amberson withdraws into his own private contemplation of mortality, where his son and grandson can no longer reach him. The headlight company where Uncle George and Fanny put so much money fails, never having resolved the technical flaws in the product. No one can find a clear title to Isabel’s house, the wedding present from the Major so many years ago; it seems the Major neglected to transfer the deed to Isabel or to register it with the county land office. Nor is the Major any help; his mind seems elsewhere. The two Georges hesitate to question him on the matter, but they hesitate too long; one morning a servant finds the Major dead in the easy chair by his bedroom window.
Between the money Uncle George invested in the headlight company and the share that Sydney and Amelia took (which turns out to have been the only share that was really worth anything), the Major has died virtually penniless. Sydney and Amelia, now living like royalty in their Italian villa, decline to help.
Young George loses his mother’s house and land, and is able to clear only about $600 from the sale of Isabel’s furniture and clothes. Uncle George, thanks to his political connections, lands a minor consulship in South America, but even then he must borrow $200 from his nephew to make the trip to his new home. At their last meeting, before boarding his train, uncle tells nephew that he’s always been fond of him — hasn’t always liked him, but always been fond. You’ve had some hard blows lately, he says, and you’ve taken them like a man. There may be others in this town who are fond of you too; don’t be too proud to turn to them. And with that he is gone; both men understand that they will never see each other again.
George tells Frank Bronson that he can’t take the job, and he hasn’t time to wait to become a lawyer. He needs something that pays well right away. Bronson protests, but George explains that, well, he has much to atone for in his life, and he can’t really make it up to the people he owes it to. The next best thing is to behave decently to poor Fanny, whom he has never really treated very well. Now George has heard that there are well-paying jobs for men in dangerous professions — handling chemicals or explosives, things like that. Bronson reluctantly agrees to help George find such a job: “You certainly are the most practical young man I ever met!”
All this time, Lucy still has feelings for George, and she indirectly admits as much to her father. He doesn’t tell her that he has learned that George has found a job handling nitroglycerin at a chemical plant — a job with a high mortality rate. An old friend tells Eugene that George seems to be trying to do the decent thing for “old Fanny”, and he hints that he (Eugene) might find a safer job for George. Eugene is in fact a silent partner in that chemical plant, and could arrange something without George ever knowing. But Eugene, still bitter, is unwilling to do George any favors.
On one of his Sunday walks, while Fanny is at church, George takes a melancholy stroll through Amberson Addition. The once-stately houses are now rundown, soot-stained and seedy, converted into apartment buildings, boarding houses, shops, lodge halls and the like — or, like the Amberson Mansion and Isabel and Wilbur’s old house, demolished, waiting for the rubble to be carted away. Even the newer houses the Major built as rental properties have been pulled down. The fountains at the intersections are dry and crumbling, the statues lining the streets corroded and pitted. All that’s left of the family name, he muses, is the name of Amberson Boulevard itself. But a corner street sign disabuses him: Amberson Boulevard has been changed to Tenth Street.
Returning to the boarding house, George remembers a book he saw in the parlor, a municipal tome chronicling the 500 most prominent families in the history of the city. He takes the book down, opens to the index, and looks over the names listed there: Abbett, Abbott, Abrams, Adam, Adams, Adler, Akers, Albertsmeyer, Alexander, Allen, Ambrose, Ambuhl, Anderson…
George stares a long time at the page. Five hundred families, and there’s nothing between “Allen” and “Ambrose”. He puts the book back on the shelf. Something has happened that has been a long time coming: Georgie Minafer has had his comeuppance — “three times filled and running over.” But all those people who so longed for it are not there to see it. “Those who were still living had forgotten all about it and all about him.”
In the end, it’s not the nitroglycerin that gets George. Of all things, it’s an automobile. One Sunday, walking downtown, he remembers seeing a young lady stepping into an expensive motorcar. He thought at the time that it might be Lucy, but he couldn’t be sure. Now, standing in the street, he remembers back to that day, and while he’s standing there thinking about the auto in his memory, another auto in the here-and-now runs him down, breaking both his legs. As George lies there in a haze of agony, the driver jumps out of his car and begins jabbering to police that it wasn’t his fault; he’s sorry for George but it wasn’t his fault, and he has a witness. As George lies there dusty and bloodied, waiting for the ambulance, he mutters, “Riffraff!”
Eugene Morgan reads about George’s accident in the paper while on his way to New York on business. His bitterness toward George is unchanged by the young man’s misfortune, but somehow in his reverie he senses the presence of Isabel, and can see her wistful eyes, more than at any time since her death. In New York, on an impulse, he goes to see a spiritual medium, a woman he had visited once before and dismissed as a fake. Now, however, the woman gives him an ambiguous reading that faintly suggests a message from Isabel: A beautiful lady, she says, wants him to “be kind”.
Has Eugene subconsciously fed cues to the woman that enabled her to lead him on this way, or was she really in touch with Isabel? Eugene can’t be sure, but when he returns home he goes straight from the station to the hospital where George is convalescing. He isn’t surprised to find Lucy already there.
Nor is George surprised to see Eugene. “You must have known my mother wanted you to come, so that I could ask you to — to forgive me.”
Eugene takes George’s hand, and Tarkington’s novel ends thus:
But for Eugene another radiance filled the room. He knew that he had been true at last to his true love, and that through him she had brought her boy under shelter again. Her eyes would look wistful no more.
* * *
In 1949 Henry Hathaway made one of the best movies of his long career. In it, his three stars, Richard Widmark, Lionel Barrymore and Dean Stockwell (and for that matter, most of the supporting cast) each gave one of his own best performances. Down to the Sea in Ships is in fact one of the finest movies ever to come out of the Hollywood studio system, and almost nobody has ever heard of it.
After the war, Zanuck reactivated the project and handed it over to producer Louis D. (“Buddy”) Lighton and director Hathaway. Both men were working for Fox now, but they had been paired before in the 1930s at Paramount: Lighton had produced the Shirley Temple vehicle Now and Forever, The Lives of a Bengal Lancer, and 
Music historian Jon Burlingame (in his notes for the movie’s soundtrack CD) says Bartlett’s script underwent a rewrite by John Lee Mahin — shown here (on the left) in a rare acting stint in Hell Below (1933) with Robert Montgomery. Like Bartlett a reporter-turned-screenwriter, Mahin already had a number of major credits on his resume, many of them — including Red Dust, Treasure Island (1934), Test Pilot, Captains Courageous and Dr. Jekyll and Mr. Hyde (1941) — for Hathaway’s mentor Victor Fleming.
Lunceford has no choice but to accept the assignment, but he does so with ill grace. Resentful at what he regards as essentially a babysitting chore, he is impatient, sarcastic and dismissive. Resentful in turn, Jed is obstreperous and uncooperative. Lunceford decides Jed is just as ornery and pigheaded as his grandfather, and he give up the lessons as a waste of his time.
All this, mind you, while the movie does not skimp on action and high adventure. There are scenes of whale chases and boats lost at sea, suspenseful and beautifully shot (Joe MacDonald) and edited (Dorothy Spencer), with excellent special effects (Fred Sersen and Ray Kellogg). Capping it all is a climactic sequence in which the Pride of New Bedford runs aground on an iceberg in the fog near the horn of South America…
…with the crew desperately struggling to free themselves and repair the damage before the sea pounds their ship to splinters against the unforgiving ice. Not to mince words, it’s an absolutely brilliant action/suspense set piece. Amazingly enough, it was shot entirely in a soundstage tank on the Fox lot, but it’s spectacularly convincing and harrowing for all that.
Down to the Sea in Ships was Lionel Barrymore’s last starring role, on loan from MGM. Once, when introducing Barrymore on a 1939 radio broadcast, Orson Welles referred to him as “the most beloved actor of our time.” It was probably an exaggeration, but not by much; Barrymore’s stock in trade was playing cantankerous old codgers with hearts of gold. Ironic, then, that the only role for which he’s widely remembered today is Old Man Potter in It’s a Wonderful Life, one of the most thoroughly heartless characters in the history of movies. In his own day Barrymore was more closely identified with wise old Dr. Gillespie in MGM’s Dr. Kildare series, and with his annual holiday performances as Ebenezer Scrooge on radio. In fact, Barrymore had been slated to play Scrooge in MGM’s A Christmas Carol (1938) until he broke his hip in an auto accident. That injury landed him in a wheelchair, then advancing arthritis kept him there for the rest of his career — until Down to the Sea in Ships.
An interesting artifact has come into my hands on loan from an old friend. It’s an early draft of the screenplay for MGM’s 1935 movie of Eugene O’Neill’s Ah, Wilderness! by the husband-and-wife team of Frances Goodrich and Albert Hackett.
The first major difference is in the treatment of Wallace Beery’s role. Beery (left) gets top billing in the picture, playing Sid Davis, the brother of Spring Byington’s Essie Miller and the brother-in-law of Essie’s husband Nat (second-billed Lionel Barrymore, right). O’Neill’s play all takes place on one day — July 4, 1906 — but the Hacketts had expanded the time frame to open a week or two earlier (“late June”), before Sid enters the action (he comes back to the Miller household after being fired for drunkenness from his newspaper job in a neighboring town). So in this January 18 draft, Sid doesn’t show up until page 40 (of 93), on the morning of the Fourth. This would hardly do for a star of Beery’s standing at the time (I wouldn’t put it past him to have griped about it himself, loud and long), so a scene was added showing him going off with high hopes — for both his new job and his newfound sobriety — at the end of June, before slinking back to the Millers in time for the holiday. (“Ma! Pa! Uncle Sid’s come to spend the Fourth!” To which Sid mutters under his breath: “The Fourth, fifth, sixth, seventh, eighth, ad infinitum.”)
As for the second major difference, it’s another scene that doesn’t appear in O’Neill’s play — a major one, just over 15 minutes long. I don’t know when it was inserted into the script, but God bless the Hacketts for writing it, and Clarence Brown for directing it so beautifully, because it’s one of the best and funniest scenes in the whole movie. Most of it takes place during the graduation ceremony at the high school in this small Connecticut city, where Nat and Essie Miller’s middle son Richard (Eric Linden) will be the valedictorian. Before Richard’s speech, however, we’re treated to a generous sampling of the commencement program: the school glee club singing “The Blue Danube”, an earnest young student reciting Mark Antony’s funeral oration from Julius Caesar; a more nervous youngster offering Poe’s “The Bells” (“…of the bells bells bells bells bells bells bells…”) and studiously counting every “bells” off on his fingers; a girl student’s how-I-spent-my-summer-vacation travelogue about her family’s visit to the Swiss Alps; and my favorite, this young lady (I wish I knew her name) struggling doggedly through a clarinet solo, darting irritated glances toward her piano accompanist at every real and imagined mistake.
In their adaptation, the Hacketts emphasized the one slim thread of plot in O’Neill’s nostalgic reverie of a youth he never had: the emotional growing pains of the Millers’ middle son Richard, from his jejune flirtation with radical politics to his blossoming romance with neighbor girl Muriel McComber (Cecilia Parker) and the mean-spirited oppostion of her father. In so doing, the Hacketts handed 25-year-old Eric Linden the opportunity to give the performance of his career — and he delivered in style. Never mind that he gets no better than fourth billing; Ah, Wilderness! is Eric Linden’s picture from beginning to end. And never mind that he was a good decade too old for the role; his boyishness made him look not a day over 16, and his performance did the rest. Linden had a busy career in the 1930s — mostly in B-pictures for RKO, Warners and MGM — without ever really becoming a star; this was his only chance to carry an A-picture on his own. After this it was back to Bs at Metro and on loan to various studios and independent producers. But before he finally closed out his career in 1943 with Criminals Within (for lowly Producers Releasing Corporation, the skid row flophouse of Hollywood studios), he would give one more performance that I’m sure everyone who ever saw it will remember to their dying day:
He was the Confederate soldier in Gone With the Wind who has just learned from Harry Davenport’s Dr. Meade that his leg will have to be amputated. He is on screen for less than three seconds, but his desperate cries (“Don’t cut! Don’t! — cut! Ple-e-e-e-ease!!”) have curdled the blood of millions of moviegoers for over 70 years. Oh yes, I’ll just bet you remember Eric Linden, all right.
The Hacketts deftly tinkered with the letter of O’Neill’s play, but Ah, Wilderness! the movie remained stoutly faithful to its spirit, and for that, a good share of the credit should go to director Clarence Brown. Brown’s career and work deserve more attention than they’ve gotten, and maybe someday I’ll have more to say about him. For now, I’ll simply observe that in his 53 pictures between 1920 and 1952 he directed a striking number of performers to their best-ever performances: Eric Linden here, Elizabeth Taylor in National Velvet, Claude Jarman Jr. in The Yearling, Juano Hernandez in Intruder in the Dust, George Brent in The Rains Came, Marie Dressler in Emma, and so on. An equally striking number gave their near-best for him: Garbo and Basil Rathbone in Anna Karenina, Mickey Rooney and Frank Morgan in The Human Comedy, Charles Boyer in Conquest, Paul Douglas in Angels in the Outfield — well, you get the idea. I could do a whole post just on Brown’s contribution to Ah, Wilderness!, but my topic here is what the picture’s success led to for MGM and Hollywood — consequences beyond what anyone could have expected. Clarence Brown had a lot to do with that success; let’s just leave it at that.
When the picture went into production in the fall of 1936, Aurania Rouverol’s Skidding had a new title, A Family Affair, and George B. Seitz was directing from a script by Kay Van Riper. It reunited a hefty chunk of the cast from Ah, Wilderness!: Lionel Barrymore, Spring Byington, Mickey Rooney, Charles Grapewin. Also back were Eric Linden and Cecilia Parker, romantically paired once again — only this time she was the one in the family and he was the neighboring sweetheart. The picture was shot on the same backlot “New England Street” that had been built for Ah, Wilderness!, and the new family “lived” in the same house. If you have any lingering doubt that this new picture was designed to evoke pleasant memories of the earlier one, here’s the title frame from Ah, Wilderness!…
…and here’s the same frame from A Family Affair. The new picture took place in the “present day” (i.e., 1936) instead of a rose-colored turn of the century, but otherwise it followed the benevolent formula laid down by Eugene O’Neill in his change-of-pace comedy: the friendly, cozy big-small-town where everybody knows everybody else, the close-knit family bound by ties of affection and respect, the periodic heart-to-heart talks between father and son. The family of newspaper publisher Nat Miller in Ah, Wilderness! were the clear progenitors of Judge James K. Hardy and his clan — at least, by the time MGM had brought the Hardys to the screen. (In fact, ironically, Aurania Rouverol’s play had beaten O’Neill’s to Broadway by nearly five-and-a-half years; Skidding had a longer run, too.)
In 1946, the year of the last regular Andy Hardy picture (Love Laughs at Andy Hardy), there was a sort of closing of the circle on Ah, Wilderness! Producer Arthur Freed, still flush from his rousing success with Meet Me in St. Louis (which itself was a very close cousin to Ah, Wilderness!) conceived the idea of turning O’Neill’s play into a musical. So the Hardys moved out of their comfy white house and the Millers moved back in (and painted it yellow for Technicolor), and the result was Summer Holiday. This time Andy Hardy himself, Mickey Rooney (who had played Tommy, the youngest Miller boy, in Ah, Wilderness!), was promoted into the role of Richard Miller, and Richard and his Muriel (Gloria DeHaven) got the top billing (thanks to the Hacketts’ tweakings of O’Neill, here preserved and enhanced) that Eric Linden and Cecilia Parker had deserved but been denied in 1935.
Even by 1948, the “reinventions” — of America and of Ah, Wilderness! — that Mickey Rooney talked about had begun to outstrip Andy Hardy, but Andy cast a long shadow for decades after the series itself ebbed. Sometimes the influence was direct and deliberate, as with the Archie comics that started in 1941 in blatant imitation of Andy Hardy and are still around today. Sometimes it was indirect but distinct, as in TV sitcoms from Father Knows Best and Leave It to Beaver, through The Partridge Family and The Brady Bunch, to Eight Is Enough and Modern Family. In them all, we can still discern the basic template with which L.B. Mayer “confected” small-town American life, in MGM’s conscious imitation of the way Eugene O’Neill had “confected” an imaginary youth for himself in New London, Conn. The shadow of Andy Hardy is really the shadow of Ah, Wilderness! (And let’s not forget Meet Me in St. Louis and the Technicolor musicals inspired by it, like Centennial Summer, State Fair, On Moonlight Bay, By the Light of the Silvery Moon, and yes, Summer Holiday, all with a clear kinship to O’Neill’s comedy.)
The 1960s were, in a literal if not a figurative sense, a golden age for movie musicals; they made more money (a total of over $250 million, real money back then — about $2.128 billion today) and won more awards (four best picture Oscars, best director for each one, 34 Oscars in the various craft categories, plus a more-than-respectable smattering of acting awards and nominations) than they ever had before or would again. There were West Side Story, Gypsy, The Music Man, Bye Bye Birdie, The Sound of Music, My Fair Lady, Mary Poppins, Thoroughly Modern Millie, How to Succeed in Business Without Really Trying, Half a Sixpence, Funny Girl, Oliver!…
It was in this atmosphere, right smack in the middle of the decade, that Girl Crazy emerged in its third and final screen incarnation. It was planned as a vehicle for pop chanteuse Connie Francis. Her popularity was just beginning to wane under the onslaught of the Beatles-led British Invasion, but we can see that only in retrospect; at the time she seemed as popular as ever. And she was very popular indeed — the first female to have two consecutive number one hits (“Everybody’s Somebody’s Fool” and “My Heart Has a Mind of Its Own” in 1960) and the youngest entertainer to headline in Las Vegas and at New York’s Copacabana (that same year). Also in 1960, Francis made her screen debut in MGM’s Where the Boys Are (and had another big hit with the title tune). It was the custom in those days, when a singer had a hit song, to make the follow-up single as much like the hit as possible, so MGM and Francis followed Where the Boys Are with Follow the Boys. And that’s why, when the studio decided to revamp Girl Crazy for Connie Francis, the show got a new title (and a new song for Connie to croon): When the Boys Meet the Girls.
Connie’s co-star was Harve Presnell, a veteran of the opera and concert stage who had made a splash on Broadway in The Unsinkable Molly Brown, then won a Golden Globe for the movie version opposite Debbie Reynolds. At that stage of his career he was tall and handsome, with a lush baritone voice — a slightly younger, blonde version of Howard Keel. But his timing couldn’t have been worse: By 1965 not even Keel was getting enough work to keep him busy; he hadn’t made a musical since Kismet in 1955, and had segued into straight acting roles. Presnell would have a tougher time of that; as a screen actor he was a little stiff, without Keel’s comfort in front of a camera. He made one more major movie, stealing Paint Your Wagon from Clint Eastwood and Lee Marvin with his rendition of “They Call the Wind Maria”, then it was back to regional theater and Broadway tours until he returned to movies as a character actor in his 60s and 70s. Things worked better for him then; the stiffness that had looked a bit wooden in his youth seemed more like patrician dignity in his senior years, and he had a distinguished second career in movies (Fargo, Saving Private Ryan, Flags of Our Fathers, Evan Almighty) before dying of pancreatic cancer at 75 in 2009.
But one of Karger’s bright ideas really takes stupidity to undreamed-of heights, and that’s in his treatment of “Bidin’ My Time”. The number is given to Herman’s Hermits, sitting on and around a flatbed truck while the rest of the young cast gets busy building Ginger’s dude ranch. At first things seem to go well with the song: it’s an almost witty idea, handing this lazy cowboy lullaby to these slightly nerdy lads from Manchester. Peter Noone’s wispy tenor voice slides nicely into the verse, then the refrain moves into a ricky-ticky soft-samba rhythm similar to the Beatles’ version of “Till There Was You”. Then, trouble. Now as just about everybody but Fred Karger and Peter Noone knew by 1965, the song is supposed to go like this:
By the time Girl Crazy came to the screen again, Hollywood’s attitude toward musicals had changed diametrically, and with a will. A look at Clive Hirschhorn’s comprehensive coffee-table book 
So let’s recap: After less than two weeks, Girl Crazy was four days behind schedule and 60 grand over budget. Judy Garland was frazzled, Roger Edens was furious. Obviously, Berkeley had to go. Freed removed him from the picture and replaced him with Norman Taurog.
At the risk of becoming monotonous, let us count the ways. First, of course, is that rambunctious version of “Treat Me Rough”, which June Allyson invests with an innocent tomboy eroticism (she’s like a less obnoxious Betty Hutton) that must have had the Hays Office wondering if this sort of thing was really okay, then shrugging and deciding it was all just good clean fun after all.
The quirky love-hate duet “Could You Use Me?” was something that Eddie Quillan and Arline Judge actually might have handled pretty well if RKO had deigned to include it in 1932. But they didn’t, and it was left to Mickey and Judy to bring it to the screen. Filmed in punishing 112-degree heat on location on a desert road outside Palm Springs (with pickup shots in the relative comfort of a soundstage back in Culver City), it’s a cheerful charmer in which Judy manages to suggest that Ginger’s resistance to Danny’s brash advances is already beginning to melt.
“Embraceable You” is presented at a party for Ginger, in a scene that includes the movie’s only non-Gershwin interpolation: a chorus of “Happy Birthday to You” from Cody College’s assembled student body. Judy sings to the boys, then dances with them all, one by one and in groups, with an extended pas de deux with dance director Charles Walters. Later, after graduating to full direction himself, Walters helmed Judy in Easter Parade (’48), Summer Stock (’50), and her triumphant one-woman show at Broadway’s Palace Theatre in 1951.
When Danny Churchill attends a party at the Governor’s Mansion to lobby against the closing of Cody, he meets up with his old pal Tommy Dorsey, and that sets the stage for a nifty piece of Big Band Era history: Tommy Dorsey and his Orchestra in a marvelous pop-concert rendition of “Fascinating Rhythm”. It’s a jumpin’ arrangement, and features a solo by “Danny Churchill” on piano. In fact, Mickey Rooney’s playing was dubbed by Arthur Schutt; still, as his keyboard fingering in the scene makes clear, Rooney was an accomplished pianist himself, and to the end of his days he spoke of the thrill of getting to perform “Fascinating Rhythm” with Dorsey and his band. (No doubt, even though the number had been prerecorded on MGM’s music stage, the band — including guest soloist Rooney — played for real on the set.)
That party leads to the inevitable misunderstanding when Ginger believes Danny has returned to his girl-crazy ways with the governor’s daughter (Frances Rafferty). It all gets sorted out in time for a happy ending, natch, but not before Judy Garland gets the opportunity — Hallelujah! — to redeem the tawdry vandalism of “But Not for Me” back in 1932. This is not only the high point of Girl Crazy — it’s the high point of Judy Garland’s entire career. With all due respect to “Over the Rainbow”, “Have Yourself a Merry Little Christmas”, “The Man That Got Away” or anything else you care to name, this is Judy’s best. Co-star Gil Stratton talked about watching the number being shot and said “it was something you ought to have paid admission to see.” The simplicity of Taurog’s staging, the delicate cinematography of William Daniels, and the combined artistry of Judy and and the Gershwin brothers all fuse into the kind of magic that the Hollywood of 1943 had led audiences to take for granted. Judy Garland was as good as it got, then or ever after, and here’s the proof.
Originally, Girl Crazy was to end with a reprise of “Embraceable You”, Mickey and Judy surrounded by the rest of the cast as the orchestra swells up and out. But Busby Berkeley’s flamboyant staging of “I Got Rhythm”, scheduled to come almost 20 minutes before the end, threatened to turn anything that followed into a dribbling anticlimax. There was some hurried reshuffling of the script and music, and Girl Crazy as it was released on November 26 ended with “I Got Rhythm”. It must have positively galled Roger Edens; he’d gotten his way and had Berkeley canned from the picture, and now here was Berkeley literally getting the last word — cracking whips, blazing six-guns and all. But it was the right call, and, however grudgingly, Edens probably had to admit it.
I have this fantasy in which I imagine that a scout from RKO Radio Pictures early in 1931 is told to go see Girl Crazy on Broadway and to report back about its potential as a movie. In his report, does he say, “The score is amazing; George and Ira Gershwin have written some songs that will be sung as long as singers sing”? Or “This Ethel Merman is dynamite; she electrifies an audience and she can put a song over like an artillery barrage”? Or “Ginger Rogers is a real charmer who has already shown that she photographs well; with care she could be groomed into a major star”? Does he say any of this? He does not. Instead, this brilliant showbiz oracle tells the front office, “This might make a good vehicle for Wheeler and Woolsey.”
Almost a third member of the (not really a) team was diminutive Dorothy Lee; she appeared in 16 of Wheeler and Woolsey’s pictures. A good physical match for Wheeler (he was five foot four, she five foot exactly), Lee served as a romantic partner for him, giving Wheeler (and the audience) a little relief from the obnoxious blowhard Woolsey. So it was in Girl Crazy, in which Wheeler took the role played on Broadway by Willie Howard (whose intransigence had killed the show before its time). The cabbie’s name was de-ethnicized from Gieber Goldfarb to Jimmy Deegan, the character was divested of the comic Yiddish persona that was Howard’s stock in trade, and Lee was brought in as Patsy, “the gal of the golden west”, to duet with Wheeler in one of only four musical numbers in the movie. 
Musicals, a novelty in the late ’20s, had worn out their welcome by 1932 and become a drug on the market; theater owners were known to reassure audiences in ads and posters that their current offering was “Not a Musical!” (The Big Revival over at Warner Bros. was still a year away.) In this atmosphere, no one at RKO was in a mood to look twice at the Gershwins’ songs in Girl Crazy. Instead, taking their cue from Willie Howard and William Kent having been the ones with star billing on Broadway, the studio jettisoned most of the score and refashioned the book — the weakest thing about the show — to suit their hot new team. So it is that in the movie, it isn’t Eddie Quillan’s Danny Churchill who takes a taxi from Manhattan to Arizona, it’s the gambler Slick (new surname: Foster) who hops into Jimmy Deegan’s cab for the trip out west. (The lady in the back seat with Woolsey is Kitty Kelly, playing what’s left of Ethel Merman’s role.) Two huge chunks of the picture’s modest 74-minute running time are eaten up by (1) Wheeler and Woolsey’s misadventures on the road to Arizona and (2) further misadventures later, when the action adjourns to Mexico. 
As for those four songs, only three were from the show. The movie opens promisingly with an amusing, if abbreviated, rendition of “Bidin’ My Time”, with four singing cowboys moseyin’ along on the back of the same overburdened horse, while the camera moves through the Custerville cemetery from the grave of one luckless sheriff to the next, and the next.
A few minutes later comes “You’ve Got What Gets Me” a new song by George and Ira written for the movie. (In point of fact, it wasn’t entirely new; it was a reworking of another song, “Your Eyes, Your Smile”, which had been cut from the Broadway production of Funny Face before it opened in 1927.) This is a light romantic duet between Wheeler and Dorothy Lee (already, as noted, a staple of their pictures together), followed by a sprightly tap dance in which they’re joined by little Mitzi Green as Wheeler’s pesky sister. Toward the end of her life, Dorothy Lee remembered Girl Crazy with bitter disgust as the movie where they photographed her behind a post (“I saw it once,” she said. “I couldn’t look at it again.”), and this frame from the dance shows she wasn’t being hypersensitive — you can just about make out her elbows (she’s dancing to the left of Wheeler). Why would anybody bother to stage a tap dance on a set dominated by an enormous vine-covered wishing well right in the middle of the floor (and seemingly taking up half of it)? It’s hard to comprehend — but then, the songs simply weren’t a priority. 
But, with all due sympathy to Ms. Lee, that’s not the worst. The absolute nadir of RKO’s Girl Crazy — lower than any of Wheeler and Woolsey’s comedy, already too low by half — comes with the disgraceful treatment accorded “But Not for Me”. What on Broadway had been a wistful solo of lost love by Ginger Rogers was revamped as a trio for Eddie Quillan as Danny, Arline Judge as Molly, and Mitzi Green trying to patch things up between them. Ira’s lyric was twisted around to say the exact opposite of what he wrote (“Beatrice Fairfax, don’t you dare/Ever tell me he won’t care…”), and George’s tempo was sped up until the song sounded like the merry-go-round gone wild in Strangers on a Train. Quillan and Judge were hardly singers (which may explain the breakneck tempo, always easier for non-singers to handle), and they rush through the song as if they have to be someplace; Quillan darts off-camera before the music even tinkles to a stop. The song comes off like a playground argument between two petulant kids. It’s followed by a reprise in which Green tries to cheer Judge up by using the song to do impressions (and pretty good ones, too) of Bing Crosby, Roscoe Ates, George Arliss and Edna May Oliver. This plays oddly today, especially with audiences who never heard of Ates, Arliss or Oliver, but at least it had a counterpart in the original show: Willie Howard was famous for his impressions, and the book incorporated them by having the cabbie try to cheer Ginger Rogers’ Molly with a reprise a la Rudy Vallee and Maurice Chevalier — but only after Ginger had already given the song its full soulful due. This movie never bothers to do that.
The following year would come the game-changer: Warner Bros. (and Busby Berkeley) with the spectacular hat trick of 42nd Street, Gold Diggers of 1933 and Footlight Parade to put musicals back in vogue again, where they would remain for decades — even Poverty Row studios like Republic, Monogram and PRC would regularly try their hands at them. But all that came too late to help RKO’s Girl Crazy. It was born before its time; the studio didn’t appreciate the property it had, and didn’t have the wit, confidence or foresight to do what should have been done with it.
This post has grown in the planning, to the point where I’m putting it up in two parts (maybe more; we’ll see how things shake out). I have an epic tale to tell, nothing less than the rise and fall of the Hollywood musical, as reflected in the screen career of a single property: Girl Crazy, the 1930 Broadway hit with songs by George and Ira Gershwin, book by Guy Bolton and John McGowan.
Merman’s debut alone was enough to make Girl Crazy‘s opening a Broadway landmark, but there was more. Others present that night wouldn’t make it big until later, but the fact that they were there at all is enough to make you pray for time travel. For starters, there was the man who put together the pit orchestra: Ernest Loring “Red” Nichols, age 25, one of the busiest musicians in town. He was an accomplished cornetist who could play equally well “hot” and “straight”, and he had already made hundreds of Dixieland recordings for Brunswick Records, usually with an ad hoc band billed as Red Nichols and his Five Pennies.
Playing Girl Crazy‘s lead was 19-year-old Ginger Rogers, fresh from making her Broadway debut in Top Speed and creating a sensation purring “Cigarette me, big boy” in her first movie, Young Man of Manhattan. She had two of Girl Crazy‘s most enduring songs, “Embraceable You” and “But Not for Me”, and by all accounts handled them quite nicely. But lacking what Cole Porter later called Ethel Merman’s “golden foghorn” voice, she had to stand helplessly by while Ethel stole her thunder night after night; it would take the intimacy of the movie camera to coax her star into full bloom. (And here’s a fun fact: During rehearsals one of her dance numbers was not working exactly right, so producers Alex A. Aarons and Vinton Freedley asked a dancing star they knew to step in and refine the choreography as a favor, and he coached Ginger on the routine in the lobby of the Alvin during rehearsals. You guessed it: It was Fred Astaire.)
Act II finds half the population of Custerville in San Luz. Danny finds Molly, bids her farewell and wishes her all the best with Sam; only after he leaves does she realize her true feelings for him, and now she fears the knowledge has come too late. But when she learns that Sam has registered them at the local hotel as husband and wife, she realizes what a cad he is and runs to Danny’s arms. Outraged, Danny blurts a threat against Sam that returns to bite him when Sam is assaulted and robbed and Danny is accused of the crime. Meanwhile, Kate confronts her cheating husband. Eventually — jeez, let’s cut to the chase — Gieber exposes Lank and his henchman Pete as the men who robbed Sam, Kate and Slick reconcile, Danny and Molly are reunited, and everybody presumably lives happily ever after back in Custerville.