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December 9, 2016 – January 23, 2017

Busby Berkeley Babylon

The alliterative, musical name Busby Berkeley (1895 – 1976) is now so synonymous with a particular method of staging and filming elaborate dance numbers that—like his people-as-patterns routines—the man and his work have collapsed into a single gestalt. The Berkeley effect extended well beyond the musical and impacted all of cinema. In addition to liberating the camera, Berkeley ingeniously combined all of the extravagant, wondrous elements of the Broadway spectacular with cinema’s magical transcendence of time and space to create transportive worlds-within-worlds.

Given the names of both his parents and godparents, Busby Berkeley William Enos was born Nov. 29, 1895 to nomadic theater actors, one of whom died early; the other, his devoted mother, was loathe for her son to follow in their vaudeville footsteps. After attending a military academy, he proceeded to move up and up in the shoe business in Athol, Massachusetts. He also played semi-pro baseball, opened a dance studio, occasionally performed on stage, and crafted short theatrical numbers featuring soldiers marching in formation. The day before World War I was declared, Berkeley enlisted in the Army and quickly made a name for himself for orchestrating complex and elegant marching formations. Also working in the aerial unit for a while, he was assigned to producing entertainment for the soldiers in postwar France and, even on his trip back to the US, put on a different revue each night for the ship’s passengers.

Berkeley returned to the stage as soon as he stepped foot back in the States, at first with the Somerville Theater Stock Company as a director in the Boston area and then appearing both behind and on stage in multiple cities. After saving a fledgling theater and its failing production by staging a scandalous scene containing brief nudity, Berkeley moved as close to Broadway as possible. His first big success was as the dance director of A Connecticut Yankee,an adaptation of the Mark Twain novel to the stage. A review at the time describes one of the dance numbers as “a conglomeration of steps which combines jazz with individuality, a Charleston effect with acrobatic leaps. It is a rushing, twirling affair with a tom-tom beat, leaving the chorus breathless and the audience applauding.” As the budgets for his dance numbers grew, so did their complexity and variety of dance styles. Like James Cagney’s frantic, ingenious character in Footlight Parade, Berkeley became known as “Doctor Buzz, the Show Fixer,” working steadily on and off Broadway while still taking the occasional acting role. With 1929’s The Street Singer, he was the first to both direct and produce an entire show while designing the dance numbers—which were splashy, intricate and risqué.

Unimpressed with Hollywood musicals, Berkeley was finally urged by Eddie Cantor to direct the dances in the film version of Whoopee!, originally a Ziegfeld Broadway spectacular that bombed after the stock market crash. Once presented with the basic tools of the trade, Berkeley immediately transformed the way dance was filmed. He used just one camera with multiple angles rather than several shooting simultaneously and, in this early work, he also “introduced the big close-ups of beautiful girls”—who at that point were usually seen as legs on a stage to a theater audience—which alternated with overhead, kaleidoscopic views. Whoopee! also features a satisfying flourish that would reappear several times: the tracking shot between a row of dancers’ parted legs.

Whoopee! kicked off a string of Sam Goldwyn-produced Eddie Cantor vehicles while Berkeley bounced around the studios—as a dance director, not a choreographer—and experimented with cinematic possibilities until his extraordinary breakthrough, 42nd Street. Despite Depression losses sinking in at the studios, Darryl Zanuck and Warner Brothers were sold on the idea of “a new kind of musical” that would draw in crowds needing to escape bleak reality. At last, Berkeley was trusted with a virtually unlimited budget, and during this ambitious, audacious, fertile phase he even applied for patents for two inventions: his system of tiered, rotating platforms and his “monorail,” a rigging that smoothed and simplified camera movement.

In addition to the freedoms of Pre-Code cinema, Berkeley also benefitted from the popular device of the “backstage structure,” which let the musical numbers exist entirely outside of the film’s narrative, allowing Berkeley to create his own utopias, liberated from the constraints of plot or even physical reality. Whereas the plot often revolved around Broadway actors trying to make ends meet, the staged musical sequences detailed unbelievably ornate, erotic, dreamy, luxurious scenes within unreal contexts that frequently veered into pure design.

Berkeley’s dancing camera, dramatic angles and clever editing led his audience unwittingly through the highs and lows of comedy, drama and romance, while moving up and down from expansive, breathtaking views to intimate, commonplace vignettes. He tickled the senses with distorted, ever-changing perspective and scale; inconceivable repetition into infinity; and outrageous costumes—usually on beautiful women. Above all, he mesmerized with the synchronized, precision dancing essential to any Berkeley number. Inherited from both the military and the chorus line, these exquisitely coordinated configurations seemed a fitting expression of the dawn of both mass production and fascist standardization, representing the individual within the machine and order within a chaotic world. Finally, his camera would sweep above to view these arrangements from the heavens as abstract, hypnogogic patterns.

With each shot out-spectacularizing the preceding one, a Berkeley sequence builds up to a startling crescendo of pleasure. When this visual amazement and hypnosis mixes with a catchy song and sweet romance, the effect is beyond exhilarating. Meanwhile, Berkeley brings in his returning cast of loveable contract players like Dick Powell, Joan Blondell, Ruby Keeler, Ginger Rogers, Guy Kibbee, Ruth Donnelly, Hugh Herbert and Frank McHugh, often reappearing in similar roles—a reassuring familiarity grounding the fantastic and unearthly. Usually capped with a feel-good patriotic message, this cinema provided a satisfying release and the ultimate escape.

By the mid-thirties, Berkeley was directing full features of both the musical and non-musical variety, and if he were in any way attached to a project, his name would easily overshadow the actual director’s. His superstar status earned him a permanent place in the society pages, whether for his highly publicized system of auditioning leggy ladies for his films, his multiple marriages and their attached dramas, his extreme mother devotion or his excessive relationship with the bottle. It was at this moment—Berkeley’s most creative and most popular—that tragedy struck. One evening after a cocktail party and a tire blow-out, Berkeley crashed his car, killing three people. The whole dubious incident cost him a couple of Academy Awards for Gold Diggers of 1935 and a credit on The Singing Kid (1936), but after a year of trials he was eventually acquitted, and the studios worked strenuously to sweep the affair under the red carpet.

The subsequent change in Berkeley as well as the public’s perception of him coincided with the inevitable transformation of the musical into the more “naturalistic” format, with songs being incorporated into the narrative rather than compartmentalized. Still busily directing comedies, dramas and musicals—in part or in full­—a more muted Berkeley had emerged from the wreckage. During this personally and culturally transitory time, he was originally slated to handle all the dance numbers in Wizard of Oz, yet he only directed the “If I Only Had a Brain” sequence—and even that was greatly edited down. Finally, MGM and producer Arthur Freed teamed up Berkeley with wholesome adolescent stars Mickey Rooney and Judy Garland, returning the director to his beloved backstage format, updated a bit with more narrative coherence. After directing a handful of delightful dance numbers in films like Ziegfeld Girl and Lady, Be Good, he was removed from Girl Crazy (1943) due to his purported overspending and clashes with Garland. He then travelled over to Fox to direct his magnum opus of sorts, The Gang’s All Here, which allowed him to scale back plot and engage in pure visual delight. He was even inspired to construct a mirrored, kaleidoscopic contraption that sent the film’s outrageous finale into a hypnotic wonderland. This would be his last fully Berkleyesque spectacular.  

As problems with alcoholism, illness, temperament and the unpredictable whims of Hollywood mounted, Berkeley was facing diminishing offers and mounting debt. The devastating loss of his mother was the final straw leading to Berkeley’s unsuccessful suicide attempt and subsequent stay in a sanatorium. He emerged from the darkness to helm Take Me Out to the Ball Game and would direct swimming star Esther Williams in a series of aquatic films, yet Take Me Out would be the last one for which he was the sole director. By the 60s, aside from directing a few numbers in the mixed-up circus picture Jumbo, Berkeley had essentially retired from Hollywood. Toward the end of his life, he enjoyed a return to the limelight at many ceremonies and tributes during the rediscovery and appreciation of 1930s musicals.

Today’s cinema owes much to Berkeley’s many innovations and overall synthesis of the Broadway showstopper with the powers of the motion picture. He flourished in the musical—a particularly capricious genre that allows for unexplained, unnatural deviations from realism—and was at his height during a time when American audiences wanted to be delighted, astonished and thrilled. Transcending period and place, Berkeley’s classic numbers have acquired a universal appeal; they are epic, giddy, erotic, intimate, soaring—much like being in love.

A disturbing aspect of Berkeley’s cinema and other Broadway/Hollywood fare throughout the 20th century is the recurrent reliance upon blackface numbers and other racial stereotyping by white actors. Expressions of appreciation, prejudice and guilt, these demeaning imitations jolt contemporary audiences out of dreamland. They now serve as historical reminders of a society out of balance, an indicator of the inequality and injustice festering just offscreen. Rather than not screen certain works and pretend such phenomena did not happen, the HFA encourages analyses and discussion of troubling racist or sexist events in cinema and in this case, will offer speakers and introductions to provide historical context and initiate thoughtful, productive conversation.

The Harvard Film Archive presents an extensive retrospective that delves deeply into the audacious Babylon of Busby Berkeley. – Brittany Gravely

Quotes from Buzz: The Life and Art of Busby Berkeley by Jeffrey Spivak (University Press of Kentucky, 2011)

Special thanks: Bruce Goldstein, Elspeth Carroll—Film Forum, New York; Lynanne Schweighofer—the Library of Congress; Hannah Prouse, Rod Rhule—British Film Institute; Peter Bagrov—Gosfilmofond; Cassie Blake, May Haduong, Mike Pogorzelski—the Academy Film Archive; Todd Wiener, Steven Hill—UCLA Film and Television Archive; Kyle Westphal—Criterion Pictures; Barbara Crandall—20th Century Fox; Julian Antos—Northwest Chicago Film Society; Amélie Garin-Davet, Mathieu Fournet—Cultural Services of the French Embassy, New York.

Film descriptions by Brittany Gravely, Carson Lund and Haden Guest.

Friday December 9 at 7pm (DCP)
Friday January 6 at 9pm (35mm)

42nd Street

Directed by Lloyd Bacon. With Warner Baxter, Bebe Daniels, George Brent
US 1933, 35mm, b/w, 89 min

Lightly based on the much racier backstage potboiler by former vaudeville dancer Bradford Ropes, 42nd Street was intended to marry the dark, urban gangster picture with the spectacular, exhilarating musical—a genre that was waning after its initial explosion following the introduction of sound. The experiment proved groundbreaking for Berkeley, inaugurating his golden Warner Brothers streak of blank-check extravagance. Meant to be a tyrannical Florenz Ziegfeld character but also reminiscent of Berkeley himself, Warner Baxter plays stage director Julian Marsh with feverish, Depression-era desperation. Navigating gangsters, lecherous funders, broken limbs and all manner of schemes and affairs in order to realize his production, Marsh is unscrupulous in his dedication to the exciting, thankless stage. Given the chance-of-a-lifetime to save the show, neophyte Peggy Sawyer is portrayed by real-life hopeful Ruby Keeler, whose career was launched by this film. She and a galaxy of dancers synchronistically careen through the grand finale of suggestive Berkeley showstoppers, culminating in the phenomenal title number where space, scale and perspective constantly reconfigure and readapt to the syncopated visual rhythm of the city’s commonplace, violent, surreal, magnificent drama… only to return to Marsh’s anticlimactic reality as he listens to the catty comments of theatergoers as they exit. DCP courtesy Warner Bros. & 35mm print preserved by the Library of Congress.

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Friday December 9 at 9pm

The Gang’s All Here

Directed by Busby Berkeley. With Alice Faye, Carmen Miranda, Phil Baker
US 1943, 35mm, color, 103 min

Employing large props, walls of water, sweeping crane shots, reverse motion and neon with new special effects, the title The Gang’s All Here might as well refer to the contents of Berkeley’s bag of tricks, which sends this sentimental wartime love story soaring into outer space. Happily uniting the otherworldly and exotic with the home front in the form of Carmen Miranda, the dizzying opening sequence also introduces the main elements of Berkeley’s world: disorienting surrealism, spatial deception, hyper-color and sheer, unfettered spectacle. Led by music that giddily vacillates between lyrical inanity and somber melodrama, the theatricality and obvious artificiality of Berkeley’s narrative space becomes confused with the purely spectacular and, eventually, overwhelmed by it. Miranda’s showpiece “The Lady in the Tutti Frutti Hat”—an erotic, hypnotic fruit-filled fantasy with a tropical twist—needs no reason to exist, nor does the astonishing, hallucinatory finale “The Polka Dot Polka.” From a bird’s-eye view of Benny Goodman and his orchestra to a surprisingly sleek sci-fi sequence with neon hoops, the sensory extravaganza is finally crushed into total abstraction through a kaleidoscopic lens. By the end, the actors’ disembodied heads are each singing in a sea of pure color. The mundane, ubiquitous polka dots have become stars, existing not just in the sky but everywhere on Planet Berkeley. Print courtesy Criterion.

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Saturday December 10 at 7pm

Footlight Parade

Directed by Lloyd Bacon. With James Cagney, Joan Blondell, Ruby Keeler
US 1933, 35mm, b/w, 104 min

Uncannily similar to Berkeley’s initial claim-to-fame as an ingenious “show doctor,” James Cagney reveals his vaudeville background as dancer/producer Chester Kent, who devises a money-making plan to create elaborate, inventive prologues—theatrical shows that were performed live before a movie—to be farmed out to multiple cinemas. Like its predecessor 42nd Street, Bacon’s furious and funny storylines, revolving around love and money and backstage shenanigans, work again, and the comic plot finally explodes in a frenzy of breathtaking Berkeley marvels in motion, from overhead, abstract kaleidoscopes to flipbook animation and every dizzying formation in between. The naughty, innuendo-laden “Honeymoon Hotel”—scandalously featuring Ruby Keeler and Dick Powell under the covers together—is followed by the deliciously decadent “By a Waterfall,” with each aquatic wonder supplanted by an even more outrageous, hypnogogic arrangement, as well as a sublime ending worthy of David Lynch. The closing number playfully epitomizes the FDR-supporting Warner Brothers’ “New Deal in Entertainment,” pulling patriotism into the mix of illogical, irrepressible, impossible theater pieces and far, far away from the economic reality just offscreen.

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Saturday December 10 at 9pm

They Made Me a Criminal

Directed by Busby Berkeley. With John Garfield, Claude Rains, Gloria Dickson
US 1939, 35mm, b/w, 92 min

Another opportunity for Berkeley to flex his non-musical muscles, They Made Me a Criminal brings the director together with cinematographer James Wong Howe and a perfectly cast John Garfield in his first starring role. Based on Archie Mayo’s tragic The Life of Jimmy Dolan (1933), Berkeley’s post-Code version adds quite a bit more sentimentality and redemption to the story of a prizewinning New York boxer who gets mixed up in a murder and is forced into hiding. Johnnie’s/Jack’s sanctuary happens to be an Arizona date farm where a lovely Gloria Dickson is attempting to reform a gang of comical Brooklyn delinquents played by the Dead End Kids, who had recently gained popularity after their appearance in Angels With Dirty Faces (1938). While juggling the noir, comedy, romance and suspense just as smoothly as his dance numbers, Berkeley also appears to accentuate the dark, personal parallels to his own recent trials by featuring a flawed man wrongly accused of murder whose double-crossers are killed in a car accident caused by a blown-out tire.

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Sunday December 11 at 5pm

Cinéastes de notre temps (Filmmakers of Our Time): Busby Berkeley

Directed by Hubert Knapp and André S. Labarthe
France 1971, digital video, b/w, 60 min. English with French subtitles

Part of the series on French television devoted to in-depth interviews with filmmakers, this episode was made in conjunction with the first Busby Berkeley retrospective in France held at the Cinematheque Française. Accompanied by excerpts of dance numbers from his peak Warner Brothers period, Berkeley provides amusing behind-the-scenes commentary and describes the logistical challenges of specific shots.

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Sunday December 11 at 7pm

King of Jazz

Directed by John Murray Anderson. With Paul Whiteman, John Boles, Laura La Plante
US 1930, DCP, color, 98 min

Among the more exciting rediscoveries in recent film preservation history is King of Jazz, a lavish, two-strip Technicolor extravaganza celebrating the hugely popular, and allegedly regal, bandleader Paul Whiteman. A hugely expensive production, The King of Jazz was an unusual “prestige picture” for Universal and a pet project of Carl Laemmle, Jr., who, as head of studio production, shepherded some of the Depression era’s most fascinating films. This is certainly true of King of Jazz, which has an unstoppable, almost overwhelming energy, unfolding Arabian Nights-style, one eye-popping performance after another shaded all the while in shimmering emerald green and candy-apple red. The show must and does go on, and on, but it is well worth the price of admission, which includes performances by a young Bing Crosby and the Rhythm Boys as well as George Gershwin himself. While offering a vibrant document of American popular music, King of Jazz also proposes a novel, and rather troubling, “history” of jazz that is as bizarre as many of the eccentrically staged numbers themselves. Broadway director and onetime filmmaker John Murray Anderson stages many pre-Busby Berkeley moments, most pointedly in his spectacular Art Deco rendition of that infectious classic “Happy Feet.” DCP courtesy Universal Pictures.

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Friday December 16 at 7pm

Gold Diggers of 1933

Directed by Mervyn LeRoy. With Warren William, Joan Blondell, Aline MacMahon
US 1933, 35mm, b/w, 98 min

Just rounding the corner of 42nd Street, Gold Diggers of 1933 opens with dancers-as-coins in the catchy song-and-dance routine “We’re in the Money,” a playful number that is ironically cut short due to the arrival of debt collectors. An apt introduction to the preoccupations in Berkeley’s Warner Brothers pictures, this aborted snippet extravagantly conflates sex and money and confusingly mingles opulent fantasy with dire circumstance. In reality, the down-and-out victims of the Depression were not giving up film-going, and particularly not these stories of sweet success drizzled in comedy, Berkeley’s hypnotic magic and behind-the-scenes theatrics. Dick Powell and Ruby Keeler return as an adorable couple with Warren William and Joan Blondell forming the more complicated, duplicitous pair. All are comically caught up in one case of mistaken identity after another, with both real and pretend gold diggers teasing the confused men while a secret savior lurks in the mix. For his part, Berkeley literally strips away at least one illusion: Powell and Keeler’s wholesome façade evaporates with the marvelously provocative “Pettin’ in the Park” dance sequence. Meanwhile, he continues to overwhelm the plot with “Shadow Waltz,” first by captivating the senses with descending layers of twirling, spiraling dresses and then electrifying them with a neon violin routine. The final emotional twist is Berkeley’s reverent social statement featuring the line “Remember my forgotten man/You put a rifle in his hand.” Rows of bedraggled, wounded soldiers transform into soup-line patrons, and the giddiness is finally brought back to Earth with Metropolis-esque arcs of silhouetted, endlessly marching men, underpinning the dream machine. Preserved by the Library of Congress.

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Friday December 16 at 9pm


Directed by Ray Enright. With Joan Blondell, Dick Powell, Ruby Keeler
US 1934, 35mm, b/w, 90 min

A feisty rebuke to the then-recently inaugurated Production Code measures, Dames follows a tenacious crew of Broadway radicals, led by Dick Powell and Joan Blondell, as they develop an enormous production called “Sweet and Hot” to the great dismay of a legion of prissy moralists working tooth and nail to halt its realization. Viewed today, it is easy to wonder how the thin narrative, so transparently a flimsy decoy for the film’s metatextual arguments, was able to hoodwink censors. Berkeley’s musical numbers in this film are some of his most inspired. “The Girl at the Ironing Board” is a silly, riotous vision of laundresses lusting after semi-animate long johns, with the subtext of “clean” women embracing “dirty” imaginations mined for maximum erotic innuendo. “I Only Have Eyes For You” envisions the face of Ruby Keeler magnifying and multiplying in the mind of Powell, a bit that transforms sexual desire into something dizzying and delirious. Even more provocative is the titular number, an id explosion about as blunt in its exaltation of female form and sexuality as ever conceived in Hollywood. Preserved by the Library of Congress.

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Saturday December 17 at 7pm

Roman Scandals

Directed by Frank Tuttle. With Eddie Cantor, Gloria Stuart, Edward Arnold
US 1933, 35mm, b/w, 92 min

Surprisingly the most expensive musical produced at the time, Roman Scandals appears to actually predate films like 42nd Street and Footlight Parade, though it was made after those films as the final obligation in Berkeley’s contract with Sam Goldwyn and Eddie Cantor. All of the musical numbers take place in Eddie’s dream space when he is forced out of West Rome, Oklahoma by corrupt landowners. He is mentally transported to ancient Rome, where intentionally anachronistic shenanigans and more nefarious schemes unfold, such as a slave auction that gives rise to the Berkeley sequence “No More Love.” Famous for the chained “Goldwyn Girls”—including a young Lucille Ball—wearing nothing but long, golden wigs around a tiered cake-like structure, the scene is filmed less spectacularly and the dance is more frenzied, sadistic and melodramatic than in iconic Berkeley, actually accentuating the composed control and complex synchronization of his Warners Brothers’ tableaux. A bit more dazzle is unleashed when a preposterously blackfaced Cantor pretends to be an “Ethiopian beauty specialist” in a foggy bathhouse of spinning doors surrounded by scantily clad, singing beauties, who he advises to “keep young and beautiful, if you wanna be loved.”

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Saturday December 17 at 9pm

Fashions of 1934

Directed by William Dieterle. With William Powell, Bette Davis, Frank McHugh
US 1934, 35mm, b/w, 80 min

Most notable for mischievously riding the edge of the Production Code, Fashions of 1934 features a lot of naughtiness and a trio of lovably unethical lead characters. William Powell plays Sherwood Nash, a charming shyster who ropes Bette Davis’ amateur dress designer into a scheme for bootlegging top Parisian fashions for high prices. In fact, the Berkeley dance number comes as somewhat of a surprise, but when it does appear as an elaborate cog in Nash’s complex ostrich-feather racket, “Spin a Little Web of Dreams” twists into delectable Berkeley decadence, with dancers wearing feather fans, playing living harps and sailing atop an undulating, glistening faux sea. His most astonishing flourish: overhead shots of the plumed dancers forming a beautiful, feathery flower, which opens and closes as if photographed in time-lapse. Preserved by the Library of Congress.

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Sunday December 18 at 4:30pm

Lady Be Good

Directed by Norman Z. McLeod. With Eleanor Powell, Ann Sothern, Robert Young
US 1941, 35mm, b/w, 110 min

Told through a series of flashbacks at a divorce trial, Lady Be Good takes Berkeley’s ever-popular backstage structure and applies it to songwriting. As a successful composing duo, played by Ann Sothern and Robert Young, somersault through a medley of marital oscillations with comic assistance from characters like Red Skelton and Virginia O’Brien, their catchy tunes fill the air and receive a thorough treatment—the soundtrack features many different versions of only a few songs by a variety of performers. Though less sweeping and grandiose in this film, Berkeley’s dance numbers add just the right amount of zing and wow. Accompanied by the fast-stepping acrobatics of the three Berry Brothers, tap queen Eleanor Powell takes center stage, first in a charming living room dance with her dog and then in the beguiling “Fascinating Rhythm,” where, in a suit and top hat, she glides around pianos and dozens of tuxedoed male dancers courtesy Berkeley’s moving platforms and magically transforming spaces. Print courtesy the British Film Institute.

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Sunday December 18 at 7pm

Ziegfeld Girl

Directed by Robert Z. Leonard. With James Stewart, Judy Garland, Hedy Lamarr
US 1941, 35mm, color, 132 min

MGM’s promotion of Ziegfeld Girl fixated on scale—“10 Hit Songs,” “20 Big Stars,” “200 Glorified Girls”—yet its most explosive moments compress all attention on Judy Garland, who turns in an irresistible performance as one of three ingénues (Hedy Lamarr and Lana Turner play the others) hoping to hit it big with the iconic Ziegfeld Follies. While Lamarr and Turner get tangled up in melodramatic subplots of romantic conflict and alcoholism, Garland, dressed in a lavish array of glittering gowns designed by prolific costume specialist Adrian, sings half of the film’s ten numbers and rarely strays far from Berkeley and director Robert Z. Leonard’s swooping camera. Beholden to star power and glitzy sets that drip money, Ziegfeld Girl is relatively short on Berkeley’s usual pictorial innovations and provocations. Instead, it finds the director working in an almost incantatory mode, with the procession of glamorous women slowly descending enormous spiral staircases taking on the quality of hypnosis. Print courtesy Warner Bros.

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Friday January 6 at 7pm

Gold Diggers of 1935

Directed by Busby Berkeley. With Dick Powell, Adolphe Menjou, Gloria Stuart
US 1935, 35mm, b/w, 95 min

Busby Berkeley throws a little bit of everything into his first foray at directing an entire musical. For the first time, he integrates two songs into the narrative without the accompanying dance spectaculars while retaining the backstage drama and showstopper ending of the Bacon and LeRoy collaborations. The opening of the lavish Wentworth Plaza hotel for the summer provides Berkeley with inventive staging options against a backdrop of extreme extravagance and eccentric guests. Once again, money and love are twisted up together, and even the film’s central romance is sparked by a socioeconomic imperative: Dick Powell’s affable hotel clerk is hired as a platonic escort for the wealthy Ann Prentiss—played by Gloria Stuart—who is already betrothed to the spacey author of a monograph on snuff boxes. Under these circuitously comic and blissfully capricious circumstances, the big show of the season is particularly startling. The fourteen-minute non sequitur “Lullaby of Broadway” opens with a tantalizing, minimalist ode to the avant-garde—even recreating the Man Ray photograph Woman Smoking a Cigarette—and carries on in an outrageously cinematic fashion. The “stage show” pretense is completely forgotten within the seductive folds of a dreamy city nocturne, which meets a dark, mysterious end. Print courtesy private collector.

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Introduction by Rhae Lynn Barnes
Saturday January 7 at 7pm

Babes in Arms

Directed by Busby Berkeley. With Mickey Rooney, Judy Garland, Charles Winninger
US 1939, 35mm, b/w, 93 min

Originally a Richard Rodgers and Lorenz Hart Broadway musical, Babes in Arms was the first of Berkeley’s string of Arthur Freed-produced MGM pictures with Mickey Rooney and Judy Garland. They play Mickey and Patsy, just two of many talented offspring of aging vaudeville entertainers who happen to populate an entire town. Their parents’ questionable lifestyles have incited a group of citizens—led by Margaret Hamilton, still in character from the Wizard of Oz, which had just wrapped up production—to urge the court to send these proto-vaudevillians off to a work farm. This inspires Berkeley’s surreal sequence worthy of Henry Darger, the titular “Babes in Arms,” which tracks from the air a mob of otherwise wholesome children in the streets at night, jumping fences, burning their childish things and dancing in rings around dark playgrounds. Usually adorned by even smaller children playing violins or pretending to be adults, Rooney and Garland have an undeniable ease with one another, she playing the stalwart angel to his histrionic budding director. Eventually, they manage to stage an outdoor minstrel show in blackface, which comes to a thankfully abrupt end with a storm. Berkeley follows this up with the children’s Broadway debut: “God’s Country,” a patriotic finale featuring a whitewashed, multiethnic representation that renders the sweet narrative naïve, contradictory and somewhat forced, trying to feign innocence as the world falls under a dark shadow. Print courtesy the British Film Institute.

Rhae Lynn Barnes is a cultural historian who specializes in the history of North America with particular interests in the history of racism, racial formation, gender, sexuality, book history, and representation in popular culture. Her current book project, Darkology: The Hidden History of Amateur Blackface Minstrelsy and the Making of Modern America, 1860-1970 will be released with a corresponding website featuring a bibliographic database documenting thousands of amateur blackface minstrel plays and material culture.

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Introduction by Sam Parler
Saturday January 7 at 9pm

Babes On Broadway

Directed by Busby Berkeley. With Mickey Rooney, Judy Garland, Fay Bainter
US 1942, 35mm, b/w, 121 min

The third and ultimately final entry, following Babes in Arms and Strike Up the Band!, in MGM’s short run of “backyard musicals,” Babes on Broadway generated skepticism upon release around the casting of Mickey Rooney and Judy Garland, who in 1941 were starting to strain credibility in the roles of fresh-faced musical theater hopefuls. But the film struck a chord with audiences anyway, in large part because of Rooney and Garland’s maturing chemistry, with the latter’s effortless charm counterbalancing her costar’s scenery-chewing hamminess. The plot concerns the pair’s mission to independently produce a show that will shock the Broadway establishment, a familiar setup that Berkeley furnishes with numerous lengthy song-and-dance vignettes, from the heartfelt apartment-set “How About You?” to a group rehearsal scene no less elaborate or sensational than the more polished finales in the Gold Diggers series. Especially striking is the digressive multi-song sequence conceived as a salute to bygone Broadway stars, which is staged in a defunct vaudeville theater and guest-directed, in crane movements every bit as dynamic as Berkeley’s, by an upstart Vincente Minnelli. Print courtesy Warner Bros.

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Sunday January 8 at 5pm

Palmy Days

Directed by Edward Sutherland. With Eddie Cantor, Charlotte Greenwood, Barbara Weeks
US 1931, 35mm, b/w, 80 min

After the success of Whoopee!, Sam Goldwyn reteamed Eddie Cantor and Busby Berkeley for another musical comedy. Caught up in fraudulent fortune-telling schemes, Cantor is mistaken for an “efficiency expert” hired to improve business at Clark’s Bakery. Though the bakery’s motto is “Glorifying the American Doughnut,” the real product appears to be the famous Goldwyn Girls and friends clad in extremely Pre-Code backless uniforms. Flaunting an all-female staff making doughnuts factory-style in unison with pseudo-military affect, the stage is set for Berkeley to take over with such numbers as the exercise-promoting “Bend Down Sister”—in which the dancers form elaborate, mesmerizing patterns with sticks—and Cantor’s popular tune “Yes, Yes! (My Baby Said Yes),” which ends with chorines using placards to transform into a bus that carries away the film’s couple. Not directed by Berkeley but by Mervin LeRoy, Cantor’s blackface number was added at the last minute in an effort to increase the music and reduce the plot, which had received a lukewarm response from preview audiences.

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Sunday January 8 at 7pm

Gold Diggers in Paris

Directed by Ray Enright. With Rudy Vallee, Rosemary Lane, Hugh Herbert
US 1938, 16mm, b/w, 97 min

Warner Brothers’ concluding entry in their nearly two-decade-long Gold Diggers series attempted to ward off the waning popularity of the films by introducing an exotic Gallic location and the burlesque talents of a comedy group known as The Schnickelfritz Band, branded as “America’s Most Unsophisticated Band!” Replacing mainstays like Dick Powell and Joan Blondell were Rudy Vallee and Rosemary Lane, who embody the brains and beauty of a makeshift ballet troupe serendipitously sent from New York to Paris to compete in an international festival. Once in France, however, Vallee and Lane are practically upstaged by the emphatic ensemble: dozens upon dozens of boisterous ham actors approximating beret-wearing Parisian types, as well as a throng of real-life dancers. In choreographing this chaos, Berkeley suppresses some of his more baroque manipulations to spotlight the athleticism and grace of these expert performers, but still indulges the occasional compositional novelty: Dutch tilts, for instance, that orient a long line of tap-dancers across the furthermost corners of the Academy frame. Print source private; please inquire.

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Introduction by Sam Parler
Monday January 9 at 7pm

Wonder Bar

Directed by Lloyd Bacon. With Al Jolson, Kay Francis, Dolores del Rio
US 1934, 35mm, b/w, 85 min

A hearty amount of controversy and salaciousness is squeezed into Wonder Bar’s lightly treated, oddly assorted melodrama featuring Dolores del Rio as a desirable dancer trapped in a love triangle. With many of its scenes simply set-ups for Al Jolson’s comedy routines, Wonder Bar delivers some of its greatest pleasures in its defiance of the recently instated Production Code. Among a celebratory gay moment between two men and a dance with a blatantly sadomasochistic edge, Bacon packs in racy dialogue, male and female gold digging, adultery and murder—all treated with an equal amount of nonchalance. Ingeniously tapping into the nightclub’s reflection of the cinema and its escapist fantasies, Berkeley’s dreamy dance number explodes beyond its physical reality into an infinite mirrored realm, seamlessly and invisibly staged with giant, revolving mirrors and crowned by an overhead shot of the dancers moving in camera aperture formations. Unfortunately, Berkeley’s other elaborate number is certainly why the film is rarely shown. Populated by dancers all in blackface, the piece’s spectacular staging—including a scene of Jolson’s riding a mule into heaven with uncanny echoes of Wizard of Oz (1939)—is understandably overlooked today. Print courtesy Gosfilmofond.

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Friday January 13 at 7pm

Night World

Directed by Hobart Henley. With Lew Ayres, Mae Clarke, Boris Karloff
US 1932, 35mm, b/w, 58 min

Pursued by Boris Karloff in his breakout role as Frankenstein’s monster the previous year, Mae Clarke plays one of his nightclub’s more charming showgirls in this frugal, pre-Code curiosity. Still a Hollywood neophyte at this point without a luxurious budget, Berkeley works his magic in the film’s primary dance number, including a wanton traveling shot through a tunnel of legs. Rife with infidelity, debauchery and intrigue as well as the stark, awkward charms of early sound films, the Prohibition-era atmosphere is full of funny plot twists and other surprising quirks, such as a young George Raft as one of Clark’s slimy suitors and Clarence Muse as the doorman, an unusually prominent, developed role for a black actor at the time. Print courtesy Universal Pictures.

Fast and Furious

Directed by Busby Berkeley. With Franchot Tone, Ann Sothern, Ruth Hussey
US 1939, 16mm, b/w, 73 min

With a beauty pageant as the pretext for intrigue, the spectacle expectations are a bit of a tease in this Busby Berkeley feature with neither music nor dance. Directed between Berkeley’s string of Mickey Rooney/Judy Garland pictures, Fast and Furious is a comic, airy murder mystery featuring a sleuthing married couple, one of three MGM-produced movies capitalizing on the popularity of the Thin Man films. Amid much cattiness and banter, Franchot Tone and Ann Sothern dodge deadly elevator shafts, gangsters and even circus lions in their efforts to uncover the killer amid all of the bathing beauties. Print courtesy Gosfilmofond.

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Friday January 13 at 9:30pm

Take Me Out to the Ball Game

Directed by Busby Berkeley. With Frank Sinatra, Esther Williams, Gene Kelly
US 1949, 35mm, color, 93 min

Vaudeville performance and baseball may seem like altogether unconnected worlds, but around the turn of the century it was not so uncommon for them to crisscross. Take Me Out to the Ball Game centers on this tonal collision in its tale of professional sluggers who spend their offseason gigging under the spotlight and cruising for ladies. Gene Kelly and Frank Sinatra star as the prized middle infielders of the Sarasota Wolves, a team destined for a pennant if its players can keep their eyes on the diamond. Esther Williams’ presence as the club’s new owner naturally throws the boys off their game, sending the story tailspinning into romantic entanglements and conflicts of interest, but the real subject of the film (confirmed by a fourth-wall-breaking epilogue) is the dance of erotic energy between the leads. Yielding choreography duties to Kelly and Stanley Donen, Berkeley’s musical sequences take on an unfussy directness, whether in a Celtic-tinged tap-dance at a moonlit clambake, a team sing-along of a whimsical ditty called “Yes, Indeedy,” or an expositional one-on-one between Sinatra and a love interest staged unglamorously on a set of bleachers. Print courtesy Warner Bros.

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Saturday January 14 at 7pm

Strike Up the Band

Directed by Busby Berkeley. With Mickey Rooney, Judy Garland, June Preisser
US 1940, 35mm, b/w, 120 min

The second Rooney-Garland musical produced under Arthur Freed at MGM, Strike Up the Band veers from Babes in Arms’ Broadway focus to capitalize on the then-growing craze of big band jazz. In the wafer-thin plot, the stars play high school students dreaming of a shot at jazz fame, which eventually comes in the form of a Chicago competition organized by real-life bandleader Paul Whiteman. Newly anointed as the box-office champion of the era, Rooney draws the brunt of the camera’s attention and proves a dexterous showman on a drum kit and a xylophone, while Garland is the shimmying singer carrying a torch for Rooney’s oblivious go-getter. In extensive set pieces such as “La Conga” and “Our Love Affair,” Berkeley works in long, floating takes that find order in disorder, turning the blaring trumpeters on stage and the havoc set in motion on the dance floor into synchronous ballets of cheery movement. Print courtesy Warner Bros.

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Saturday January 14 at 9:30pm

Call Me Mister

Directed by Lloyd Bacon. With Betty Grable, Dan Dailey, Danny Thomas
US 1951, 35mm, color, 96 min

Reunited with Warner Bros. collaborator Lloyd Bacon and Betty Grable, an uncredited showgirl in three of his 30s movies, Berkeley adds some visual verve to the dance numbers in this highly altered rendering of a successful Broadway musical. After a cheery, glossed-over depiction of the Japanese surrender and post-war camaraderie—including an odd, offhand musical number with Grable as a geisha—the film drowns its conscience in a comic Technicolor-wash focused less on the war and Japan than on the less weighty aspects of romance, show business and military protocol. Grable’s sunshiney Kay—part of the Civilian Actress Technicians Service, or C.A.T.S.—attempts to put on a lavish stage show for the remaining troops while avoiding her estranged, philandering husband, who happens to be in the lead. Though key Berkeley set pieces, such as revolving, elevating floors and breakaway sets, do add drama, the spectacle is pared down to a few bodies and carefully blocked light and color. Effervescent tap-dancing is the frosting on the cake here, and an uncredited performance by Bobby Short singing “Going Home Train” injects a little soul into all the sugar. Print courtesy 20th Century Fox.

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Sunday January 15 at 4:30pm

Million Dollar Mermaid

Directed by Mervyn LeRoy. With Esther Williams, Victor Mature, Walter Pidgeon
US 1952, 16mm, color, 115 min

Reunited with Gold Diggers of 1933’s Mervyn LeRoy, Berkeley contributes two ebullient dance numbers to MGM’s wildly successful aquatic frolic starring Esther Williams. Based on the life of Australian swimming sensation Annette Kellerman, whose fascinating achievements in ladies’ swimwear, water-based spectacle and cinema directly paved the way for Williams, who sparkles most brightly in Berkeley’s numbers—their exciting set design, surprising camera angles, multiple bodies and sheer grandeur standing out sharply from any other sequence. However, the imaginative wizard put Williams to the test by requiring she perform a high dive in a stunning, yet cumbersome, costume. Ironically mirroring a tragic event in the film, the star broke three vertebrae in her neck as a result, but would risk working with Berkeley once more in the following year’s Easy to Love. Print courtesy Academy Film Archive.

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Sunday January 15 at 7pm

Hollywood Hotel

Directed by Busby Berkeley. With Dick Powell, Rosemary Lane, Lola Lane
US 1938, 35mm, b/w, 109 min

Without a characteristically delirious Berkeley number, 1937’s Hollywood Hotel instead leans heavily on the razzle-dazzle of legendary clarinetist Benny Goodman and his band, playing themselves in a series of virtuosic uncut performances—the centerpiece of which, titled “Sing, Sing, Sing,” affords each soloist a lengthy spotlight. Dick Powell plays the band’s fictional saxophonist, who is whisked away early in the plot by the calls of Hollywood, glorified here as a swanky wonderland where everyone’s a beatific performer at all hours of the day. When larger-than-life star Mona Marshall (Lola Lane) goads her studio by refusing to attend a lavish premiere, Powell gets picked as the escort for her doppelganger, little-known actress Virginia Stanton (Rosemary Lane). Every bit as bug-eyed at the allures of Movieland as his characters, Berkeley frames the action under the glittering lights of downtown, with Hollywood’s famous landmarks ecstatically superimposed in an early montage. The self-congratulatory schmaltz peaks in the “Hooray for Hollywood” finale, in which Powell croons what would become an anthem for the entertainment industry’s transformative power during the Depression. Preserved by the Library of Congress.

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Monday January 16 at 7pm

In Caliente

Directed by Lloyd Bacon. With Dolores del Rio, Pat O’Brien, Leo Carrillo
US 1935, 35mm, b/w, 84 min

An example, like Gold Diggers in Paris, of Berkeley’s flair for exotic locations, In Caliente blooms with a touristic vigor in its expression of the sights and sounds of its titular Mexican resort, where motormouthed journalist Larry MacArthur (Pat O’Brien) attempts to flee an unwanted marriage proposal back home. So often energized by the possibilities presented by new props and set decorations, Berkeley here works wonders with matching mariachi bands and oversized sombreros, with which he arranges dazzling patterns in the film’s several courtyard extravaganzas. It’s all a backdrop for the screwball courtship of Larry and Rita Gómez (Dolores del Rio), an elegant dancer once scathingly reviewed by the vacationing Yankee. Eventually, Glenda Farrell, as Larry’s nagging pursuer from Brooklyn, arrives to disrupt the central romance, but not before the plot has cycled through Wild West shootouts, spirited tavern waltzes, and a showpiece for then-renowned burlesque stars The Dancing De Marcos. Preserved by the Library of Congress.

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Introduction by Sam Parler
Saturday January 21 at 7pm


Directed by Thornton Freeland. With Eddie Cantor, Ethel Shutta, Paul Gregory
US 1930, digital video, color, 85 min

Kicking off Berkeley’s Hollywood career, Whoopee! cuts to the chase with an opening number that fills the screen with cowgirls—including an uncredited Betty Grable—dancing in formation, a synchronized ripple of legs and hats. Only moments in, the now-iconic overhead shot appears, and individuals become a single abstract, undulating, circular form. In the painted pastel palette of two-strip Technicolor, the star-crossed-lover narrative of the film is lightly taken within a jokey revue format that mixes Old Western style with modern, New York accents and Eddie Cantor doing his proto Woody Allen schtick as the neurotic outcast. A complicated melting pot of racial stereotypes and sexual innuendo—particularly between men—the film now reads as a rich Freudian playground where repressed colonizers exploit the natives for their revealing outerwear. Despite this, the dance numbers directed by the ambitious, imaginative newcomer surge with a beauty and energy otherwise lacking from the more conventionally staged action.

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Saturday January 21 at 9pm

Varsity Show

Directed by William Keighley. With Dick Powell, Fred Waring, Priscilla Lane
US 1937, 35mm, b/w, 99 min

It takes a full five minutes for the nonmusical dialogue to start in this peppy, wholesome collegiate romp featuring Berkeley standby Dick Powell playing a successful Broadway producer quenching a dry spell by returning to his alma mater to help them stage their annual varsity show. Fred Waring, a popular bandleader and radio host, makes a rare film appearance as the anxious students’ empathetic professor, and appearing as multitalented janitors are “Buck and Bubbles,” or Ford Lee Washington and John W. Sublett, vaudeville stars whose innovations in tap effortlessly steal scenes. The effusive school spirit reaches its apex with an Oscar-nominated Berkeley salute to the top colleges, universities and academies. Hundreds of dancers miraculously form the institutional letters and insignia via a smooth reverse-motion trick, melting the allegiant hearts of the police who come to shut down the show. Print courtesy Gosfilmofond.

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Sunday January 22 at 7pm

Gold Diggers of 1937

Directed by Lloyd Bacon. With Dick Powell, Joan Blondell, Glenda Farrell
US 1936, 35mm, b/w, 101 min

Essentially an eighty-minute preamble to an extensive baroque set piece, Gold Diggers of 1937 mounts a convoluted plot around a shady life insurance deal orchestrated by a pair of theater producers to capitalize on the failing health of their show manager. As the schemers find ways to hurry along their colleague’s demise so as to fund one of their most elaborate productions yet, the naïve insurance salesman (Dick Powell) falls for the strategic charms of a former chorus girl (Joan Blondell) in on the ruse, but everyone’s plans have to be adjusted when the producer just won’t drop dead. Director Lloyd Bacon keeps the musical numbers to a minimum so as to spotlight the biting black comedy of Warren Duff’s screenplay, which burlesques Depression-era desperation in often startlingly direct ways, but it’s all just foreplay for the final show, in which Berkeley unleashes his choreographic fireworks for a provocative act called “All’s Fair in Love and War.” Featuring anachronistic simulations of trench warfare between the male and female dancers, as well as such astonishing sights as that of a dozen white flags twirling in perfect sync, the robust visual display is only further energized by its staging against a reflective black floor. Print courtesy Gosfilmofond.

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Monday January 23 at 7pm

For Me and My Gal

Directed by Busby Berkeley. With Judy Garland, George Murphy, Gene Kelly
US 1942, 35mm, b/w, 104 min

Gene Kelly’s screen debut came alongside celebrated starlet Judy Garland in this rousing WWI period piece produced as enlistment propaganda in the throes of the American involvement in WWII. For Me and My Gal’s narrative hinges on an act of cowardice privately undertaken by Kelly’s character in an effort to bypass the draft and resume his burgeoning vaudeville career alongside his radiant singing girlfriend, but the resulting string of misfortunes that befall him pave the way for an education on the front lines and an inevitable lovers’ reunion. Berkeley’s disinterest in the nationalistic schmaltz of the material is palpable in both the hurried tempo of the war montages, which mainly become vehicles for experiments in superimposition, and in the disproportionately lengthy emphasis on Garland and Kelly’s awe-inspiring chemistry, whether in blissful dance or tender banter. Of particular note is the sublime titular number, in which Berkeley’s camera, steadied on a crane for several minutes without a cut, raptly observes the harmonious movements of the stars’ bodies and voices.

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