Friday, 30 September 2016

Film Friday: «Heaven Knows, Mr. Allison » (1957)

In honor of Deborah Kerr's 95th birthday, which is today, this week on «Film Friday» I bring you what is perhaps one of her best remembered pictures. This is one of my personal favorites of hers and also the film that made me a Robert Mitchum fan.

Theatrical release poster
Directed by John Huston, Heaven Knows, Mr. Allison (1957) begins when United States Marine Corporal Allison (Robert Mitchum) finds himself stranded on a deserted South Pacific island in 1944. He finds an abandoned settlement and a chapel with one occupant, Sister Angela (Deborah Kerr), an Irish Catholic novice nun who has not yet taken her final vows. She herself has only landed there a few days before with Father Philips, who has since died. Despite their extreme differences in backgrounds and outlooks, their are respectful of each other's vocation and soon form a close bond. For a while, Allison and Sister Angela have the bountiful island completely to themselves, but then a detachment of Japanese troops arrives to set up a weather camp and the pair is forced to hide in a cave.

When action in the Pacific Theatre makes the Japanese leave the island, Allison suspects that the Allied forces won the battle and will soon be doing their own recognition in the area. Relieved, Allison begs Sister Angela not to take her bows and proposes to her, but is embarrassed after she tells him that she is already engaged to her life to God. That night, as heavy rain pounds their shack, a frustrated Allison gets drunk on sake and smashes Father Philips' pipe, which Sister Angela had given him. Hurt, she runs into the forest, where Allison finds her the next morning, soaked and delirious. Just as he carries her back, he sees that the Japanese have returned, forcing them to the retreat to the cave again. Allison sneaks into the Japanese camp to get some blankets for her, but has to kill a soldier who discovers him in the act, which alerts the enemy to his presence. The Japanese locate the cave are about to toss in a grenade when American troops begin attacking the island in preparation for a landing. While the Japanese are still in their bunkers, Allison manages to disable the massive enemy artillery guns by removing their breechblocks, thus saving many American lives. His mission accomplished, Allison returns to the cave and, knowing that he will soon be rescued, bids goodbye to Sister Angela. In response, she promises that he will be her dear companion always.

Cpl. Allison: I never loved anything or anybody before. I never even lived before. Not really lived... inside. So that's why I want to ask you to marry me. I want to look after you. Not only while we're here, but for the rest of our lives. I couldn't keep from saying it, ma'am. So, tell me if there's a chance.

The son of a Tasmanian-born horse trainer, Charles Shaw grew up in an impoverished environment in his family's small farm in southern Australia. In the early years of the Great Depression, he held a variety of jobs in the countryside, until his interest in writing led to employment at Forbes Advocate, in 1931. As he gained practice in all kinds of newspaper work, Shaw began sending stories to Smith's Weekly and The Bulletin, most of which were based on his experiences in the Australian Outback. In 1939, he moved to Sydney to work on the Farm and Settler, but soon joined the staff of The Bulletin as its rural editor. During World War II, he put out a significant amount of writing, including two collections of short stories, two detective mysteries and a volume of verse. After publishers rejected several of his manuscripts, Shaw decided that the Outback was «too parochial to hold much interest for people outside Australia» and began developing material that was set against a different background. His efforts resulted in a novel called Heaven Knows, Mr. Allison, the story of an American marine and an Irish Catholic nun, who find themselves cast away on a Japanese-held Pacific island during World War II.

When Heaven Knows, Mr. Allison became an international best-seller in 1952, producer Eugene Frenke purchased the screen rights from Shaw, in a deal that would give the author ten percent of the film's profits. However, Shaw's generous contract caused financial difficulties, forcing Frenke to relinquish his ownership of the rights in November 1953. The following month, John Wayne and his producing partner Robert Fellows tried to acquire the property, but Frenke soon regained control. Wayne had intended to star as U.S. Marine Corporal Allison, although he was replaced by Kirk Douglas once he lost the rights. In May 1954, Frenke made an arrangement with Paramount Pictures to finance the film and hired William Wyler to direct. After church authorities stated that they would ban such a film — especially since the novel featured «the characters entertaining illicit thoughts on every page» — Wyler altered the ending of the story by revealing that the female protagonist, Sister Angela, was not a nun, but had disguised herself as one to elude the Japanese. However, Wyler quickly lost interest and the project was shelved. Heaven Knows, Mr. Allison was then acquired by Buddy Adler, the newly-appointed head of production at 20th Century Fox, who finally greenlighted the production in 1956, with John Huston at the helm.

Deborah Kerr and Robert Mitchum
Finding Shaw's novel too salacious, Huston worked with veteran screenwriter John Lee Mahin to pen what he considered a «palatable adaptation» of the material. Huston, whose previous credits included The Treasure of Sierra Madre (1948) and The African Queen (1950), felt that the solution Wyler had come up with to receive the Church's endorsement was «a bogus one.» He insisted not only that Sister Angela turn out to be a real nun — just like in the original — but that she remain true to her calling by rejecting the marine in favor of her higher commitment to God.

Although Frenke objected to Huston and Mahin more celibate script and less lascivious nun, Adler promptly approved their version. They also decided to advance Shaw's original story two years to 1944; in the book, Allison has escaped from the Battle of Corregidor in May 1942, at the same  time that the Allies were still on the defensive in the Pacific.

Adler bought Heaven Knows, Mr. Allison especially for Deborah Kerr, who had campaigned to play Sister Angela for over three years. The daughter of a World War I veteran, the Scottish-born Kerr originally trained as a ballet dancer, debuting at the Sadler's Wells Theatre in London in 1938 as part of the ensemble in Prometheus. However, she felt more attuned to the theatre than the dance and soon began to act on the stage in small parts. At the same time, Kerr gained her first film role in the British production Contraband (1940), but her scenes were ultimately not included in the final cut. Her actual film debut was made in Major Barbara (1941), based on the George Bernard Shaw play of the same name, which was both a financial and critical success. After opening at the West End with a revival of Shaw's Heartbreak House, she attracted international attention for playing triple roles in The Life and Death of Colonel Blimp (1943), a Technicolor war drama directed by Michael Powell and Emeric Pressburger. On the basis of her work in Black Narcissus (1947), MGM signed her to a film contract and brought her to Hollywood to star with Clark Gable in The Hucksters (1947). Kerr's reputation was soon established with Academy Award-nominated performances in Edward, My Son (1949), From Here to Eternity (1953) and The King and I (1956), the latter directed by Walter Lang for Fox.

Robert Mitchum on the set
Huston initially wanted Oscar winner Marlon Brando for the role of Corporal Allison, but the actor turned down the offer, to the director's great disappointment. Fox then insisted to Huston that he cast instead Robert Mitchum, who had just signed a two-picture deal with the studio. Although Huston was uncertain in hiring Mitchum, put off by stories of his being difficult to work with, he eventually decided to give the actor a chance.

Mitchum, who had become a major star on account of his roles in film noir — most notably Crossfire (1947) and Out of the Past (1947) — was apparently not pleased to be second choice to Brando. Also, when he learned that Huston planned to shoot Heaven Knows, Mr. Allison entirely on location on the Caribbean island of Tobago, then a British colony, he flatly refused to take the part. After spending nearly four months there filming Fire Down Below (1957), «the sand was still coming out of his ears.» However, when his agent reminded him of his currently unstable financial situation, Mitchum reconsidered Huston's offer and accepted the role.

In August 1956, an advance team landed in Tobago, which was a «dead ringer» for the South Sea island where the story was set. Every room in four of the eight existing hotels on the island were rented for the 80 English crew members (Heaven Knows, Mr. Allison was what was then called a «British quota picture,» utilizing Fox's blocked pounds sterling). A fleet of taxis and trucks was requested to take the filmmakers from the hotels to the beach where the film was shot. In addition, native laborers were hired to build a small village with a church, which was later destroyed for a scene. The cave where Allison and Sister Angela hide from the Japanese was actually a local community center converted into a sound stage, with doors and windows tightly sealed and no air conditioning. To play Japanese-speaking bit parts, the casting scout secured the services of eight émigrés in a Japanese farm colony in Brazil, while the non-speaking Japanese roles were given to 50 Chinese employees from the restaurants and hand laundries of Trinidad. The film's American invaders were 100 actual Marines.

Deborah Kerr and Robert Mitchum between takes
In September, Kerr and Mitchum arrived in Tobago to start work on Heaven Knows, Mr. Allison. Both were uncertain of their compatibility as co-stars. «I wondered about what it would really be like to work with Bob, and if I was really going to be able to cope with, as I called him then, a weed-smoking character. He was the first of the hippies, really and truly,» Kerr revealed years later. «When I arrived on that beautiful island, Bob was already there. I remember we met for the first time that evening. And the two of us just sat on the edge of the sea with our toes in the water, generally talking about life. I realized immediately that, far from being like his image of a lazy kind of a character who didn't seem to care about anything, he was in fact extremely intelligent, and cared about so many things. He was such a surprise.»

According to his own account, Mitchum was expecting Kerr to be a prim English lady, just like the rather stiff women she often played on screen, but he was pleasantly surprised to discover that her personality did not correspond to that image. «I was impressed by her chaste and genteel demeanor, and attitude eminently suited to the saintly character she portrayed, made touchingly mortal by a few freckles,» Mitchum later said. «She is warmly human and sympathetic, and possessed of a humor that ranges from the subtle to the downright wicked.» Indeed, Mitchum truly appreciated Kerr's sense of humor. One particular occasion is frequently recounted. While rowing a raft in open water during the tortoise-chasing scene, Huston kept shouting to the actress, «Row faster, Deborah,» as her hands became increasingly blistered. When the wooden oar broke in half in her hands, she leaned back and shouted to the director, «That'll tell you how fucking fast I'm rowing!» Mitchum, who was swimming nearby, was so amused by Kerr's unladylike response that he «swallowed a gallon of saltwater laughing.»

Robert Mitchum and Deborah on a break from filming
During the four months they spent in Tobago, Mitchum and Kerr formed a close friendship that would last for the rest of their lives. Laura Nightingale, a wardrobe girl on the film, recalled one day when Kerr told Mitchum that she had hurt her feet on the rocky ground: «He just kneeled down, unlaced her white sneakers, removed them and massaged her feet. It was lovely and compassionate the way he did it. No show, no affection, just all feeling. Then he put her sneakers back on and said kind of brusquely to hide his tenderness, 'Gotta keep you alive for my next scene.' Then he walked away. Deborah was so touched she cried.» Kerr and Mitchum would make another three films together: The Grass Is Greener (1960), The Sundowners (1960) and Reunion at Fairborough (1985), the latter a television production. Mitchum later confessed that Kerr was the «only leading lady I didn't go to bed with.»

Although Heaven Knows, Mr. Allison was a fairly happy experience for Kerr, it also turned out to be one of the most physically challenging films of her career. Tobago's tropical climate, which averaged 90-degree temperatures at that time of the year, was one of the main problems. «Talk about mad dogs and Englishmen going out in the midday sun,» Kerr gasped. «I go out in it with a scratchy nun's habit on. All Bob is wearing is that underbrush on his chin and a pair of trousers.» Mitchum claimed that Huston had to hire two members of the crew for the purpose of holding her heavy nun's habit up between takes and «cooling her ass with a fan.» In one particularly unpleasant scene, Kerr had to run through a mangrove swamp full of leeches, slime and alligator excrement. «Deborah had to lie down in this mess and she did it without a word of complaint,» Huston remembered. «It was only years later that I discovered this had been such an ordeal for her that it almost unnerved her totally. She had said nothing when we shot the scene, but she had dreams of this swamp for weeks afterward.»

Filming Heaven Knows, Mr. Allison
Filming Heaven Knows, Mr. Allison also proved a challenge for Mitchum. During a scene that required him to crawl across the razorlike coral reef, he scraped his flesh open in several places. Huston and his assistants immediately ran down to look at the streams of blood that covered his body, but Mitchum shrugged, «You work, you suffer.» While shooting the tortoise-chasing scene, the 300-pound creature towed him for longer than expected and «almost dashed me against the coral reef.» He caught his foot on a tree root and nearly twisted it in a full circle. En route to a nearby doctor, he was heard moaning, «The bastard Huston's going to kill me.» On top of all of this, Mitchum — as well as several others in the company, Kerr included — fell ill with dengue fever, which caused him intense joint and muscle pain. Mitchum quickly recovered, but his leading lady had to be hospitalized for a few days.

Because of the picture's delicate subject matter, Fox decided to have an advisor from the Motion Picture Production Code Administration, as well as representatives from the Catholic Legion of Decency, observe the filming in Tobago, just to make sure that the depiction of Kerr's character was entirely respectable. The censor was Jack Vizard, whom the crew often called Blizzard, Buzzard or Grizzard, while the Legion of Decency's man was Monsignor Devlin. One day, they arrived on the set as Huston was preparing a scene between Mitchum and Kerr. The actor recalled, «Mr. Huston planned a little suprise. We contrived a scene wherein Sister Angela overcomes the suppression of her base animal urges and, panting and clutching, throws herself on Mr. Allison in a lustful frenzy. With no film in the camera, we 'shot' the scene for our guest, who stood agape and immobilized in shock as John quietly said, 'Cut.' Huston then turned to the stunned Mr. Grizzard and said, 'You should have seen it before we cleaned it up!'»

Robert Mitchum and Deborah Kerr
Heaven Knows, Mr. Allison was completed in early December 1956, at a budget of over $2.9 million. After the Catholic Church endorsed it with its highest audience rating, A-1 classification, the film had its gala opening at the Roxy Theatre in New York on March 14, 1956. Critical reviews were generally positive. Bosley Crowther of The New York Times called it «stirring and entertaining,» adding, «In the hands of a writer and director less skilled than Mr. Huston [...] this obviously delicated story might have been pretty badly abused. [...] But Mr. Huston has kept it free of nonsense.» Although Films and Filming considered that «CinemaScope and censorship effectively destroyed its chances for distinction,» the British magazine still described the picture as «good entertainment, technically competent, and perceptive in the characterizations of Mitchum and Deborah Kerr.» Heaven Knows, Mr. Allison also became one of the biggest hits of Huston's career, grossing $4.2 million in domestic rentals alone. The director too ranked it high on his list, remarking, «Allison is seldom referred to, but I think it was one of the best things I ever made»

At the 30th Academy Awards held at the RKO Pantages Theatre in Hollywood in March 1958, Huston and Mahin received a nomination for Best Screenplay, but lost to Pierre Boulle (fronting for blacklisted screenwriters Michael Wilson and Carl Foreman) for The Bridge on the River Kwai (1957). Kerr was likewise nominated for Best Actress, eleven years after playing another nun in Black Narcissus, although she lost to Joanne Woodward for her performances in The Three Faces of Eve (1957). She won, however, her second New York Film Critics Circle Award for Best Actress; the first had been presented to her for both I See a Dark Stranger (1946) and Black Narcissus. Heaven Knows, Mr. Allison, together with Leo McCarey's An Affair to Remember (1957), made Kerr one of the most in-demand and admired actress in Hollywood. Indeed, she was awarded a Gold Medal by Photoplay as the most famous actress of 1957 based on a poll by readers of several popular movie magazines.

Deborah Kerr: A Biography by Michelangelo Capua (McFarland & Company Inc., 2010)
Robert Mitchum: «Baby I Don't Care» by Lee Server (St. Martin's Press, 2001)
The Stuff That Dreams Are Made Of: The Cinema of John Huston by John McCarty (Crossroad Press, 2016) 
Charles Shaw biography by Martha Rutledge, Australian Dictionary of Biography 
TCM's notes on Heaven Knows, Mr. Allison 
The New York Times review by Bosley Crowther (March 15, 1957)

Happy 95th Birthday, Deborah Kerr!

DEBORAH KERR (September 30, 1921 October 16, 2007)
I adore not being me. I'm not very good at being me. That's why I adore acting so much.

More Deborah Kerr-related articles HERE

Thursday, 29 September 2016

Happy Birthday, Greer Garson!

GREER GARSON (September 29, 1904 April 6, 1996)
Starting out to make money is the greatest mistake in life. Do what you feel you have a flair for doing, and if you are good enough at it, the money will come.

More Greer Garson-related articles HERE. 

Sunday, 25 September 2016

Picture of the Week

Ava Gardner and Mickey Rooney on their wedding day

A bit of trivia for you:
Mickey Rooney was 21 when he married 19-year-old Ava Gardner, who at the time was still an obscure starlet, on January 10, 1942. The marriage did not last, however, and the two divorced the following year. Apparently, Mickey could not remain faithful to Ava.

Friday, 23 September 2016

Film Friday: «Babes in Arms» (1939)

In honor of Mickey Rooney's 96th birthday, which happens to be today, this week on «Film Friday» I bring you what remains one of his most famous pictures. This is also the film that made him the first teenager to be nominated for an Academy Award.

Theatrical release poster
Directed by Busby Berkley, Babes in Arms (1939) begins in 1921 with the birth of Mickey Moran (Mickey Rooney), the son of popular vaudeville entertainers Joe and Florrie Moran (Charles Winninger and Grace Hayes). Years later, when vaudeville is eclipsed by the motion picture industry, Joe and Florrie — along with their former colleagues — decide to resurrect their careers by financing a travelling vaudeville show of their own. Their children want to be a part of it as well, but their parents refuse to let them go. Undaunted, Mickey resolves to write a show to be presented by himself and the kids — which include his sister Molly (Betty Jaynes), his sweetheart Patsy Barton (Judy Garland) and their friend Don Brice (Douglas MacPhail) — in his hometown of Seaport, Long Island.

In order to reach his goal, Mickey has to contend with many adversities. Among these, are the threats of busybody Martha Steele (Margaret Hamilton), the head of the welfare society, who is against show business and wants to send the youngsters to a state work school. She and her son Jeff (Rand Brooks) complain to Judge John Black (Guy Kibbee) about the vaudeville kids, but he refuses to take them from their homes. The judge happens to like the show folk and appreciates that they work hard to entertain others. In addition, egotistical child star Baby Rosalie Essex (June Preisser), whom Mickey and Patsy meet at the local drugstore, is willing to finance the production, but only if she gets to play to lead role — Patsy's role. Jealous of Rosalie, Patsy considers abandoning Mickey and the show, but her mother, stage actress Lillian Barton (Ann Shoemaker), advises her not to. Although Mickey manages to overcome all problems, he is unable to control the weather when a a storm drives the audience away in mid-performance. Just as Mrs. Steele is about to succeed in her task to send the children to work school, Mickey receives a letter from New York producer Harry Maddox (Henry Hull) saying that he liked the show and wants to produce it on Broadway.

Mickey Moran: Listen, are you kids willing to stick together and pull yourselves out of a hole? I've got an idea. Our folks think we're babes in arms, huh? Well, we'll show 'em whether we're babes in arms or not. I'm gonna write a show for us to put on right here in Seaport! How about it, kids? Whatta ya say?

Born to a Jewish family in South Carolina, Arthur Freed grew up with a fascination for words and poetry. While attending Phillips Exeter Academy, a highly selective secondary school in New Hampshire, he began writing his own poems, which he soon turned into lyrics. Upon finishing his education, Freed found employment as a piano player for a music publisher in Chicago and ended up meeting Minnie Marx, who invited him to join her four sons (future screen stars The Marx Brothers) in their vaudeville act as a vocalist. During World War I, he staged military shows and managed a theatre, before teaming with Gus Edwards to write lyrics with various composers. His first hit came in 1923, when he penned the jazz standard «I Cried For You» with bandleaders Abe Lyman and Gus Arnheim. In 1929, as Hollywood was transitioning into the sound era, Freed accepted Irving Thalberg's offer to work at MGM's newly formed music department. In his first decade at the studio, he worked largely in collaboration with composer Nacio Herb Brown, writing songs and scores for such pictures as The Broadway Melody (1929), Going Hollywood (1933) and Broadway Melody of 1936 (1935).

An ambitious man, Freed was anxious to move beyond songwriting and began bombarding Louis B. Mayer, the studio chief at Metro-Goldwyn-Mayer, with requests to produce a film. His moment finally arrived when Mayer assigned him to work (albeit uncredited) as an assistant to producer Mervyn Leroy on The Wizard of Oz (1939), with the assurance that he could produce a musical of his own afterwards. For his first project as a solo producer, Freed convinced MGM to purchase the rights to Babes in Arms, a stage musical comedy penned by longtime collaborators Richard Rodgers and Lorenz Hart. The plot concerned a group of talented teenagers, the offspring of former vaudevillians, who stage their own show to avoid being sent to a work farm by the town sheriff. Rodgers and Hart became inspired to write the story after observing some children having fun on a playground and wondering about how effective youngsters might be if given adult responsibilities. Directed by Robert B. Sinclair, Babes in Arms opened at the Shubert Theatre on Broadway in April 1937, six months before being transferred to the Majestic Theatre, where it closed in December of that same year, after 289 performances. The cast included Mitzi Green as Billie Smith, Ray Heatherton and Val Lamar, Alfred Drake as Marshall Blackstone, Wynn Murray as Baby Rose and George Watts as Sheriff Reynolds.

Mickey Rooney and Judy Garland
From the beginning, Freed envisioned Babes in Arms as a vehicle for young MGM contract players Mickey Rooney and Judy Garland, who had been close friends since they were students together at the Hollywood Professional School in 1935. Born Joseph Yule Jr. in Brooklyn, New York, Rooney began performing at the age of 15 months in his parents' vaudeville act. When the Yules separated in 1924, Rooney moved with his mother to Hollywood, where he soon made his film debut in the silent short Not To Be Trusted (1926). He became known to larger audiences for playing the lead role of Mickey McGuire in a series of comedy shorts produced between 1927 and 1933, before signing a long-term contract with MGM in 1934. Two years later, Rooney was selected to portray Andy Hardy opposite Academy Award winner Lionel Barrymore in A Family Affair (1937), originally planned by the studio as a B-movie. The film was an unexpected hit, initiating a series of 16 pictures, and suddenly turned Rooney into a household name.

Garland's background and entry into show business was very similar to that of her co-star. She was born Frances Ethel Gumm to vaudevillian parents and made her first appearance at the age of two-and-a-half, when she joined her two older sisters on stage during a Christmas show. After the Gumms moved to California in 1926, Garland and her sisters found work performing in short films, as well as in several vaudeville and radio shows. In late 1935, Garland was spotted by songwriter Burton Lane, who subsquently took her for an audition at MGM. Mayer immediately signed Garland to long-term contract with the studio and she soon came to the attention of moviegoers by singing «You Made Me Love You (I Didn't Want To Do It)» to a photograph of Clark Gable in The Broadway Melody of 1938 (1937). That same year, she was paired with Rooney for the first time in Thoroughbreds Don't Cry (1937), where their screen chemistry impressed Mayer enough to team them again in Love Finds Andy Hardy (1938), the fourth installment in the popular series. When Freed requested Rooney and Garland for Babes in Arms, Mayer did not hesitated in giving the producer his approval.

Douglas McPhail, Betty Jaynes, Mickey
Rooney and Judy Garland in a publicity still
To support Rooney and Garland, Freed engaged a variety of seasoned veterans and young hopefuls. These included former vaudeville entertainer Charles Winninger, widely known portraying Cap'n Andy Hawks in Show Boat (1936), a role he had originated on Broadway; character actress Margaret Hamilton, who was then playing the Wicked Witch of the West in The Wizard of Oz, starring Garland; character actor Guy Kibbee, who had appeared in Warner Bros.' massively successful musicals 42nd Street (1933), Gold Diggers of 1933 (1933) and Footlight Parade (1933); former Ziegfeld Girl June Preisser, an MGM contract player since 1938; classically trained opera singer Betty Jaynes and operatic baritone Douglas McPhail, a young married couple whom the studio was grooming as the next Jeanette MacDonald and Nelson Eddy. By the late 1930s, however, glossy operettas were no longer in vogue and neither Jaynes or McPhail became stars as a result. Their marriage soon failed, driving McPhail to alcoholism and suicide by poisoning himself in 1944, at the age of 30. Jaynes would last be seen in a 1952 episode of I Love Lucy (1951-1957), although she is still alive today.

To direct Babes in Arms, MGM employed its recent steal from Warner Bros, Busby Berkeley, who had been responsible for the kaleidoscopic and often sexually charged dance routines in the aforementioned 42nd Street, Gold Diggers of 1933 and Footlight Parade. The son of two stage actors, Berkeley began his career at the age of five, acting in the stock company of his performing family. He served as a field artillery lieutenant during World War II, after which he became a dance director for nearly two dozen Broadway musicals, including the hugely successful A Connecticut Yankee (1928), written by Rodgers and Hart. With the advent of sound pictures, Berkeley moved to Hollywood to coreograph the Eddie Cantor musical Whoopee! (1930), before being hired to work at Warner Bros. in 1932. His dazzling and intricate designs successfully revitalized the musical genre, which had experienced a sharp decline earlier in the decade, and guaranteed his popularity with an entertainment-hungry Great Depression audience. When his larger-than-life style became passé in the late 1930s, Berkeley decided to try his hand at directing on his own, beginning with They Made Me a Criminal (1939).

Mickey Rooney and June Preisser in Babes in Arms
Babes in Arms began production just after Freed, Garland and Hamilton finished shooting The Wizard of Oz, on May 13, 1939. Throughout filming, Freed fought to keep the song «Over the Rainbow» in The Wizard of Oz against the wishes of studio executives, including Mayer himself, who felt that the sequence slowed down the action. Fortunately, the producer got his way and «Over the Rainbow» went on to become a massive success, winning the Oscar for Best Song. Rooney recalled: «I remember when we were recording the songs for the picture, Judy had to get in costume and do retakes on Wizard of Oz, and then hurried to the sound department to record a duet with me for Babes in Arms. So here I am singing a song with Judy in her Dorothy costume, including the pigtails.»

Filming on Babes in Arms went a few days over schedule — delays caused by its painstaking director, who would spend hours endlessly rehearsing before shooting take after take, each from a different angle. Still, the entire film — including rehearsals, setups, recording, filming and post-production — was completed in just eleven weeks. Despite the efficiency of the production, shooting was not an easy process for Garland. She had a hard time connecting with Berkeley and lacked any time to rest after the grueling pace of The Wizard of Oz. In addition, as they finished work on Babes in Arms, Rooney and Garland were sent on a press junket to promote The Wizard of Oz, which had just been released. At one point on this tour, Garland collapsed backstage from exhaustion and Rooney had to ad-lib on his own until she recovered enough to join him. Garland and Berkeley's arguments not only took place on the set of Babes in Arms, but also continued through the making of Strike Up the Band (1940), Babes on Broadway (1941) and Girl Crazy (1943), all of which co-starred Rooney. In fact, Berkeley was fired from Girl Crazy because of his run-ins with Garland, being subsequently replaced by Norman Traurog.

Mickey Rooney and Judy Garland
Rooney, on the other hand, liked working with Berkeley, although he called him «impossibly demanding.» According to the actor, Berkeley had «flashing eyes, huge expressive eyebrows, a smile that warmed everyone around him and an alcoholic's perfectionism,» which found the company sometimes working until 3 a.m. On other occasions, with cast and crew assembled on the set in the early morning, Berkeley would not be ready to shoot until almost 6 p.m. One day, as everyone awaited Berkeley's orders, the director overheard Rooney doing impressions of people on the lot to entertain his castmates and crew members. He did Mayer, Clark Gable, Lionel Barrymore, composer Roger Edens and even himself. Berkeley was so amused that he asked Rooney to try it in the picture. It worked and the director kept a couple of impersonations — Gable and Barrymore — in the final cut. 

The script of Babes in Arms — written by Jack McGowan and Kay Van Riper especially to suit the talents of Rooney and Garland — differed radically from the original plot devised by Rodgers and Hart. It changed the names of the characters, used a minstrel show as the highlight of the revue and added a romantic and professional complication in the person of a Shirley Temple-type movie star, played by Preisser. The film also eliminated the stage version's strong political overtones, which included discussions of Nietzsche, a Communist character and two African-American youths (portrayed by brothers Harold and Fayard Nicholas) who are victims of racism. In addition, only three of the original 11 Rodgers and Hart tunes were kept: the title song, «Where or When» and «The Lady and the Tramp,» although the latter is heard just as background music during a dinner scene. The score of Babes in Arms was expanded by a few new numbers — «Good Morning» (written by Freed and Brown), «Broadway Rhythm,» «Daddy was a Minstrel Man» and «God's Country» — and some old favorites, such as «You Are My Lucky Star,» «Moonlight Bay,» «Oh, Susannah,» «I'm Just Wild About Harry» and even «Stars and Stripes Forever.» «Good Morning» later gained notoriety in Freed's Singin' in the Rain (1952) as performed by Gene Kelly, Debbie Reynolds and Donald O'Connor, while «The Lady is a Tramp» was popularized by Frank Sinatra in George Sidney's Pal Joey (1957).

Mickey Rooney and Judy Garland at the
Hollywood premiere of Babes in Arms
Babes in Arms premiered in Houston, Texas on September 15, 1939, a month before being released to the general public. The Hollywood opening was held on October 10 at the prestigious Grauman's Chinese Theatre, where Garland — now a star due to the massive success of The Wizard of Oz — was honored by placing her hand and footprints in the famous forecourt.

Critical response for Babes in Arms was generally positive. Irene Thirer of the New York Post, for instance, called it «a brightly entertaining screen version of the Rodgers and Hart legit musical. Perked up by [...] Mickey's mugging and undeniable song and dance talents, and by Judy's simply swell sense of swing [...] Babes in Arms is quite a show. It moves fast with guaranteed laughs and lots of sure-fire tunes.» For their part, Variety described the film as «a greatly enhanced piece of entertainment, with Mickey Rooney having a field day parading his versatile talents.» Babes in Arms was also a massive financial success — one of the ten biggest hits of the year — earning $4 million in the domestic gross and nearly $2 million in pure profits.

At the 12th Academy Awards ceremony held at the Ambassador Hotel in Los Angeles in February 1940, Mickey Rooney received a nomination for Best Actor — the first teenager (he was 19 at the time) to receive such an accolade — while Rogers Edens and Georgie Stoll were nominated for Best Original Score. During the event, Judy Garland was presented with the Academy Juvenile Award, which Rooney had been honored with the previous year, for her «outstanding performance as a screen juvenile for the past year.» Regarding his first Oscar nomination, Rooney said, «The competition I had for Best Actor included Jimmy Stewart for Mr. Smith Goes to Washington and Clark Gable for Gone with the Wind. And, of course, the actor who won, Robert Donat for Goodbye, Mr. Chips. What a year to be nominated! The greatest year in American movies! I didn't have a chance.» The popularity of Babes in Arms made Rooney the biggest box-office attraction of 1939, a feat he repeated in 1940 and 1941. In later years, Rooney asserted that Babes in Arms «may have been the best picture I ever made.»

Boom and Bust: American Cinema in the 1940s by Thomas Schatz (University of California Press, 1997)
Buzz: The Life and Art of Busby Berkeley by Jeffrey Spivak (The University Press of Kentucky, 2011)
Hollywood Musicals Year by Year by Stanley Green (Hal Leonard Corporation, 1999)
The Essential Mickey Rooney by James L. Neibaur (Rowman & Littlefield, 2016)
The Life and Times of Mickey Rooney by Richard Lertzman and William J. Birnes (Gallery Books, 2015)
The Oxford Companion to American Musical: Theatre, Film and Television by Thomas S. Hischak (Oxford University Press, 2008)
Tin Pan Alley: An Encyclopedia of the Golden Age of American Song by David A. Jasen (Routledge, 2003)
Babes in Arms at The Judy Garland Database 
TCM's article on Babes in Arms by Stephanie Thames Variety review by the Variety Staff