Footlight Parade (1933)

Footlight Parade (1933)

Footlight Parade (1933). 102 minutes. Directed by Lloyd Bacon. Starring James Cagney (as Chester Kent), Joan Blondell (as Nan Prescott), Ruby Keeler (as Bea Thorn), Dick Powell (as Scott Blair), Frank McHugh (as Francis), Ruth Donnelly (as Harriet Bowers Gould), Guy Kibbee (as Silas Gould), Hugh Herbert (as Charlie Bowers), Claire Dodd (as Vivian Rich), Renee Whitney (as Cynthia Kent), Paul Porcasi (as George Apolinaris), and Barbara Rogers (as Gracie). Musical numbers directed and choreographed by Busby Berkeley. Music by Harry Warren and Al Dubin, and Sammy Fain and Irving Kahal.

It is hard to believe that the pre-Code Footlight Parade is James Cagney’s first musical film. The actor, who became a superstar because of the gangster film The Public Enemy (1931), had actually trained as a singer and dancer on Broadway before making the leap to movies. But Footlight Parade is not merely notable for being Cagney’s debut as a tap-dancing featured player. It is an outstanding work of art, overflowing with fast visuals, fast talk, and even a fast woman or two. Its commitment to sharing a spirit of plenty with us puts it in league with other films that Busby Berkeley choreographed in the same year, such as 42nd Street (1933). All three movies tell backstage stories with similarly exuberant, larger-than-life musical numbers. Footlight Parade, however, truly goes over the top with its “By a Waterfall” sequence, in which a multitude of semi-nude women beckon the viewer to join them in an aquatic Shangri-La as they form ornate patterns in the water with their bodies.

The movie flies high through its lavish Depression-era fantasies, yet it simultaneously lands us back on earth—not only through its backstage element but also via its depictions of the censorship process that was developing in 1930s cinema. Thus Footlight Parade causes us to reflect on censoring impulses; their influence on the filmmaking process; and the role they play in the production of this particular movie. Because of its exceptional depiction of abundance, the inclusive nature of its extravagant fantasies, and its meta-commentary on the film industry, Footlight Parade is one of the sharpest and most beguiling movie musicals of its time, and possibly of any time.


Footlight Parade is set at the beginning of the pre-Code era, when sound technology had just been introduced to film. Perceiving an opportunity to take his theatrical talents to a new and more profitable level, Broadway director Chester Kent proposes to a team of film exhibitors that their films be packaged up with live prologues, created by him and featuring in-person singers and dancers who will perform musical pieces in movie theaters before film screenings. Soon Chester is managing a massive production organization and creating prologues around the clock with the help of his secretary, Nan. During rehearsals, two stars emerge: Bea and Scott, who are cast as principals and eventually fall in love behind the scenes. Much to Nan’s chagrin, Chester starts a relationship with Vivian Rich, an acquaintance of hers, and gives Vivian a job as creative director. In the meantime, Chester is at odds with his high-strung choreographer Francis and with Charlie Bowers, a censorship consultant who wants to dictate the prologues’ content.

Meanwhile, competition is fierce, and Chester determines that someone in his company is leaking ideas to a rival prologue creator. When Chester has the chance to expand his business and sell his theatrical reviews to a new major exhibitor (George Apolinaris), he arranges for his company to perform three new prologues in one night—each at a different venue—as an audition. In order to prevent leaks, he locks down the rehearsal space, prohibiting anyone from leaving. During rehearsals Chester grows exasperated with his business partners, who have been cheating him out of the company’s profits, and leaves the operation in disgust; but he becomes inspired with a new idea and returns with it to the rehearsal space. Chester also discovers Vivian and Charlie having an affair and ditches her. On the night of the performances, he must step in during the third prologue (“Shanghai Lil”) and take on the male lead. The performances as a whole, including Chester’s, are a roaring success. As the curtain comes down on “Shanghai Lil,” he rushes over to Nan, who is waiting in the wings, and proposes to her.


Many of the films that Busby Berkeley choreographed relate to the wider cultural context of the Great Depression. As the public sought to escape economic realities through film, movies became fantastic and lush, full of delightful demonstrations of excess. Footlight Parade is no different: it seeks to inundate its cinematic audience with a general spirit of plenty. One of the ways that Footlight Parade achieves this quality is through its depiction of labor. Fueled by the energy of its characters and propelled by the intense, high-pressure nature of their work, Footlight Parade moves through its on-screen activities at a frenetic pace. On opening night, a bevy of prologue performers change costumes on multiple speeding buses carrying them from theater to theater, legs and arms everywhere as they peel off clothing. There are shots of the bustling, crowded rehearsal space (captured in long pans); rows and rows of beds where the girls sleep during the lockdown; a mess hall with long tables and place settings for all of Chester’s cast; and a pile of sheet music featuring a library of cat songs that a music researcher reviews for a feline prologue theme. There is a lot to look at and to take in. Footlight Parade’s rehearsal scenes are thus both entertaining to watch and mildly exhausting.

The potential for our own exhaustion is mirrored in the ever-present potential for the protagonist, Chester, to exhaust himself both physically and creatively. Footlight Parade is above all a hectic story about creativity, and Chester’s creative energy moves at a feverish tempo. At one point Chester has a list of prologues in the works tacked to the wall of his office, with themes including ghosts, mechanical dolls, bull fighters, and (inexplicably) the Russian Revolution—a loopy and erratic collection of ideas. During a scene in his apartment as he works with Nan, they rattle off potential prologue concepts: trees, flowers, coffee, an insane asylum. While visiting Nan’s place, he becomes overwhelmed by an idea for a prologue involving the questionable theme of African slavery. There are scenes where Nan tries to persuade him to get some sleep, and Nan herself does not sleep when she is working all night with him. Depleted and struggling to continue, the two of them power through with a supply of tomato juice, toast, and coffee.

James Cagney as Chester is constantly in motion in other ways. If he’s not moving from room to room in the production offices and rehearsal spaces, he is spontaneously breaking into dance steps to flesh out an idea or demonstrate a movement to his choreographer and cadre of dancers. (Although Cagney hoofs and sings like a pro, his style of dancing might take some getting used to, as he typically moves only from the waist down.) But through Chester, Footlight Parade, like nearly all Cagney films from this period, also exhibits what might be termed fast-talking man syndrome. Fast-talking man syndrome was a phenomenon in pre-Code movies, where men were frequently depicted as bossy, aggressive, and in a hurry. It is a style of communication that is especially well suited to gangster films, which Cagney excelled at, but also has a place in a comedy like Footlight Parade. Although the fast talk came to feel stylized and unnatural in later years (and therefore was something that was subject to parody), it works overall with Footlight Parade’s high-pressure comedy. The movie packs in activity, but the screenwriters also pack in as much dialogue into the scenario as possible to create a story that overflows with talk just as it does with visuals.


The lucrative fruits of Chester’s exertions prove to his business partners that the theater is still vital. They also demonstrate, however, the power of film to deliver what the theater cannot (something that is evident in other Berkeley films such as Gold Diggers of 1933 and Dames [1934]). The finale especially relies on aerial photography, larger-than-life sets, and special effects that would be unachievable within the confines of a traditional theater. Transcending the premise of theatrical exhibition, therefore, the performances spin off into a cinematic fantasyland characterized by wide shots and grand spaces.

This is nowhere so clear as in the “By a Waterfall” segment, which takes us beyond the restrictions of the theatrical world and beyond reality entirely. Starting in the theater with Bea and Scott reclining on a hillside blanketed with plants, the segment grows out of Scott’s daydreaming. Soon we are transported to a waterfall set behind the couple, with a barrage of lovely, nearly nude women sliding down the falls into a pool of water flanked by trees and plants. This progresses until the film cuts to a large, conventional indoor pool (without a waterfall or semblances of nature), where we see more diving. In all of the water locations, we are treated to underwater shots of the women, but in the pool, we see particularly ornate performances under water: women spinning in circles and splashing over each other. (The sequence is a foretaste of Esther Williams movies such as Million Dollar Mermaid [1952], on which Williams worked with Berkeley.)

The pool is what really takes us beyond the limitations of the theater or even a conventional film set. What we see is so perfect as to be almost unbelievable. As the swimmers’ bodies begin to fill the expansive space, they form a long line with their legs pointed towards each other, and a woman proceeds to swim through the line, breaking up the leg formation as if she is unzipping a zipper. Then she reverses, doing a back stroke, while the line of legs replenishes itself. The swimmers begin to collectively form patterns and shapes like constellations—circles, stars, and snaking lines—with incredible precision, transforming their material bodies into celestial art and the water into an astonishing geometric paradise. The sequence concludes with the many swimmers arranged around a fountain that looks like an enormous tiered cake, their legs swaying in time as the cake rotates and water sprays across the screen. “By a Waterfall” presents us with visions of perfect beauty before we reach the pool segment, but as the activity draws us farther away from Bea and Scott on the hillside, we are enveloped in the mist of a flawless, heavenly dream. Even though we know that what we see is taking place in one of George Apolinaris’s theaters, it is hard to believe that anything so small could hold something so marvelous.


While the underwater movements are mathematical and meticulous, there is also something psychologically overwhelming about the ladies of the pool and the space that they inhabit. The sequence with its coordinated displays creates a seeming infinity of movement: we see more bodies than we can count, the swimmers’ activities are unceasing, and the circuitous repetition of the soundtrack suggests a kind of hypnosis. Indeed, Busby Berkeley scenarios frequently exhibit vaguely hypnotic or even hallucinogenic qualities through displays of repetitive, sonorous abundance—as in the rows and rows of ghostly moving pianos in “The Words Are in My Heart,” featured in Gold Diggers of 1935, or in the numerous giant, floating heads of Ruby Keeler in “I Only Have Eyes for You,” featured in Dames.

“By a Waterfall” is not as extreme as those examples in terms of hallucinatory qualities, but what it lacks in near-psychedelics it makes up for through repetitive shots of its many alluring bathing beauties, who gaze directly into the camera from their watery fairy kingdom. It is in these moments, when the film is at its most hypnotic and its energy is most intense, that the sequence’s escapist qualities are most evident and make their strongest emotional appeal. As the camera transitions from filming the women diving, sliding, and splashing, to tracing their paths under water, we move closer towards their bodies, especially as they swim smiling towards the camera in closeups of their radiating faces. The swimmers, who beam at us both in and out of the water, beckon us to follow them deeper and deeper into a world of fantasy overflowing with beauty, where there is both order (in the form of the intense geometric patterns) and wild abandon (in the form of the nearly nude women looking at us with a beguiling spirit).

Of all of the Busby Berkeley creations from the early 1930s, therefore, “By a Waterfall” is the one that most impressively and overwhelmingly invites us into a sexual profusion through which it uniquely seeks to encompass us. The inviting gazes of the diving, swimming women not only seek to entice us to join them in their watery idyll; they also indicate that we are participants in the wealth of beauty that we see on screen, and suggest that we can be party to many kinds of wealth, even if they are not of a financial nature.


Outside of “By a Waterfall,” Footlight Parade gets away with a fair amount of racy material. For example, Scott is being kept by a wealthy older woman. There are also numerous late nights shared by Nan and Chester, who blur the lines between private, domestic life and professional, business life when the two work into the morning at home and in the office. On one occasion, when Nan has stayed overnight at Chester’s, she answers a call from Vivian and, in order to make Vivian jealous, mutters, “Move over, Chester, darling” into the phone before hanging up. When Chester introduces Vivian to Nan, not understanding that they are old acquaintances, Nan responds, “I know Miss Bi… Rich, if you remember.” Later Nan expels her from the apartment they share by saying, “As long as they’ve got sidewalks, you’ve got a job.”

Then there are the many physical glimpses at women’s scantily clad bodies, including Nan in one scene where she gets dressed in a hurry and pulls stockings on and off and on again. We get an extensive treatment of “first night” humor in the “Honeymoon Hotel” segment, with its hotel guests preparing for wedding night sex—the women disrobing in one long shot and revealing their frilly lingerie. Even the love story of “Shanghai Lil,” with its implied miscegenation involving the Chinese Lil (admittedly played by the white Ruby Keeler) and the American sailor Bill (played by the white James Cagney) would have been too much for the censors after the Hollywood Production Code was enforced—not to mention the fact that Lil and her friends are prostitutes who frequent the docks in order to tempt American sailor customers. (The women at the bar say she is their chief competitor, and a sailor who stands up and sings that “She’s every sailor’s pal, she’s anybody’s gal” is subsequently punched out by Chester as Bill, who does not want to hear any of this.) And there is also a generous sweeping shot of an opium den in the middle of the performance, with many reclining ladies in semi-unconscious states. Thus Footlight Parade, like so much of pre-Code cinema, breaks rules and tests boundaries. For not only does Chester get away with an edgy finale within the film narrative, but in the real world, Footlight Parade gets away with all of its edgy 102 minutes.


The inclusion of these risqué elements in “Shanghai Lil,” in particular, is a triumph, especially when we consider the film’s strong censorship subtext. When the cat-themed prologue set to “Sittin’ on a Backyard Fence” is in rehearsal, we catch our first glimpse of the prologue company’s censorship consultant, Charlie Bowers, who weighs in on how the performance needs to be tamed (there are too many kittens running around without obvious parentage, he says). At one point when the dolls prologue is under discussion, Charlie remarks, “You must put brassieres on those dolls—you know Connecticut.” (“What do they have to do in Massachusetts, wear red flannel drawers?” Chester replies.) Because Charlie works as a censorship consultant to Chester’s film prologues, he reflects by extension the conditions of film censorship in the U.S. at the time, which was implemented as part of a content-approval and licensing process adopted by many state and local governments. During this process, the studios directly interacted with government agencies to produce cuts that could then be shown to the public in those territories.

Through his frequent remarks about what will fly in which state, Charlie indicates the problem of creating entertainment that then must be uniquely reviewed by state and local censors. Because uniform criteria did not exist for film censorship in the U.S., the result was a messy and time-consuming process whereby modifications had to be tailored to accommodate individual locations’ review committees. Although the internal Production Code (which would be enforced the year after Footlight Parade was released) imposed restrictive standards universally on films made and distributed in the United States—and affected the types of films that could be made—nevertheless the Code also centralized and simplified the process of releasing films in the mass market.

Charlie’s character is a comedic reflection on the reality of the complex pre-Code system of working with state censors. More fundamentally, however, he is also a critique of censorship impulses. Beneath all of his prudishness is fundamentally a prurient guy who is itching to bed a beautiful woman in the workplace—a hypocrite, in other words, as he lolls about on Vivian’s office couch and gropes at her during rehearsal hours. Charlie is a pervert; perhaps we are meant to reassess film censors with this in mind. But at least he is honest about what he is doing on the couch: as he explains when he is caught, in one of the great lines of pre-Code Hollywood, “I was just showing Miss Rich what you can’t do in Kalamazoo.” By applying a euphemism derived from his own line of work to his sexual escapades, Charlie would appear to have a sense of humor about his naughty behavior. Yet however refreshing his candor may be in this moment, he is outed and appears not to be engaged in further policing the climactic prologues we see.

Presumably he will be replaced at Chester’s production company by another censorship consultant, for the need for censors and related consultants in the industry—either in the pre-Code system or the world of the Code—would not disappear anytime soon. There really was someone who consulted on Footlight Parade as part of the government-driven content-approval process, and the movie was subject to the same treatment as any other film in the pre-Code era. The musical numbers were thus scrutinized by their own Charlie outside of the film, in real life. But the fiction that what we see in the finale sequences is free within the film from the influence of Charlie’s wagging finger after he is outed as a sleaze is part of the story’s appeal. The myth that the world’s many real Charlies can be eliminated from creative business is a central component in the escapism of the movie’s finale; for if we enjoy “By a Waterfall,” we are not merely escaping into its erotic fantasy—we are also escaping into the creative fantasy of a censor-free cinema.


I will close by saying that for a movie that is frequently preoccupied with the transgression of societal norms, Footlight Parade might seem to contradictorily have a fairly conservative view of feminine beauty due to its preponderance of bathing-girl prettiness. We might wonder what happens in the movie when we strip away both the edginess and the sexual make-believe—what are we left with? It behooves us to acknowledge that in addition to the water-nymph beauties, Footlight Parade is full of cute women working everyday jobs, wearing secretary chic with beautiful collars, glasses, and bobbed haircuts. When Ruby Keeler as Bea is transformed from her secretary self into a starlet to perform in the prologues, we might worry that she will lose something of her special funkiness—but there she is, as usual, dancing her steps while scrunching up her mouth and looking down at her feet. It is hard not to love Ruby Keeler and her style of singing with a soft, slightly off-key voice, which is a hard left turn from the belting vocal style of twenty-first-century performers. (It is also hard to overlook the fact that in her sexiest performance in the film, she sings and dances while wearing a giant plush velour cat suit that would do furries proud.)

The movie makes room for Keeler, and it exalts Joan Blondell’s unusual beauty, too, just as it celebrates its chorus girls and luscious models. Footlight Parade demonstrates that pre-Code musicals embraced beauty in myriad forms, from the elegance of women who were in front of the footlights to the loveliness of those behind them. For the early 1930s were a parade of all of these things, tinged with sexual innuendo and provocation; and the parade’s inescapable influence would be felt long afterwards, even after the pulsing beat of its music was stifled by the Code era.

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