Beginning in November 2019, I embarked on the Old Hollywood Best Picture Challenge, where I will endeavor to watch all 270 films that were nominated and/or won for Best Picture at the Academy Awards between the years 1927-1969. For a list of all films and reviews, please see my original post.


  • Film & Year: 42nd Street (1933)
  • Standing: Nominated for Best Picture of 1932/1933
  • Type: Musical, Pre-Code, Comedy, Romance
  • Other AA Nominations: Best Sound Recording (Nathan Levinson)
  • Other AA Wins: 0
  • Director: Lloyd Bacon
  • Studio/Producer: Warner Bros. Darryl F. Zanuck
  • Cast: Warner Baxter, Bebe Daniels, George Brent, Ruby Keeler, Guy Kibbee, Una Merkel, Ginger Rogers, Ned Sparks, Dick Powell, Allen Jenkins, Edward J. Nugent, Robert McWade, George E. Stone
  • Production Notes: Based on the novel by Bradford Ropes and adapted for the screen by Rian James and James Seymour, Cinematography by Sol Polito, Art Direction by Jack Okey, Costumes by Orry-Kelly, Makeup by Perc Westmore, Sound by Nathan Levinson and Dolph Thomas, Dance sequences by Busby Berkeley, Songs by Harry Warren (music) and Al Dubin (lyrics)
  • Viewing Order: 26 / 270



Summary & Viewing Experience:

Famed theatre producers Jones and Barry (Robert McWade and Ned Sparks) are collecting the best talent for their new musical “Pretty Lady.” Having just signed stage director Julian Marsh (Warner Baxter) and star Dorothy Brock (Bebe Daniels), who brought a wealthy backer Abner Dillon (Guy Kibbee) with an eye for legs with her, the show is sure to be a success. Unfortunately, there are cracks in the foundation. Marsh is fresh from a nervous breakdown, though is determined to make this production his best so he can retire with some cash. There’s also Brock’s secret relationship with her old vaudeville partner Pat Denning (George Brent). She hopes to keep it under wraps from both the amorous Dillon (who she’s been simultaneously fending off and leading on to keep him bank rolling the show) and the no-nonsense Julian Marsh, but of course things have a way of coming out…

Back at the 42ndStreet Theatre, dance director Andy Lee (George E. Stone) is in charge of selecting chorus girls for the show, an audition which consists of not much more than lifting up their skirts to show off their legs. Priorities. He pushes forward his flibbertigibbet girlfriend Lorraine (Una Merkel), her friend Ann “Anytime Annie” (Ginger Rogers) a goodtime girl affecting an upper crust attitude complete with monocle, and naïve newcomer Peggy (Ruby Keeler), who is fresh off of a meet-cute with the show’s male juvenile lead Billy Lawler (Dick Powell).

Merkel, Keeler, and Rogers


For some reason, the men can’t stay away from sweet but bland Peggy, including Lawler, chorus boy Terry (Edward J. Nugent), and Pat Denning, who takes a mostly platonic shine to her, which sends Dorothy into fits of jealousy. When Pat takes an out of town job, he and Dorothy split up only to reunite again.

Despite fainting during a rehearsal and having plenty of tap skills but no singing voice to speak of, Peggy is chosen as lead in the show after Dorothy breaks her ankle and Ann (who has earned the attention of Abner Dillon) turns down the part. Ann’s magnanimous act of stepping back and pushing Peggy forward feels a bit disingenuous, not only because she admits that she’s wanted this opportunity for a while, but also because as a modern viewer it’s hard to believe that Ginger Rogers, of all people, can’t headline a show!

Will Marsh drive them ‘til they drop? Will Peggy make a success of it or will the show go under? And, more importantly, will the romances right themselves by the end?

Attempting to capture the zeitgeist of the time, the Great Depression cast a shadow on the action of the film just as it was doing in real life…albeit through extremely rose colored Foster Grants. None of the chorus girls looked like they had seen a hard day in their life and for someone who was supposed to be down and out, Pat Denning’s plush apartment would say otherwise. Abner Dillon tells Dorothy Brock that she is pretty enough to star in any show. “Not in this Depression!” she replies…as she saunters away in a gown that looks like it cost as much as an average man’s home. It’s also revealed that Julian Marsh’s breakdown was in part brought on by the loss of his wealth in the 1929 stock market crash. Because of this, he is motivated despite his declining emotional health, to rake in the dough with this show.

Aside from the disturbingly nonchalant snippet of domestic abuse in the 42ndStreet number, the rehearsals and dance sequences are completely fun to watch. What would soon be known as Busby Berkeley’s signature style of using showgirls as kaleidoscopic art is exciting to watch. While none of the songs are bad, they’re also not terribly memorable, but the dancing makes up for that.

The cast that was pulled together for this film is nothing short of a fantastic when combined. George Brent and Dick Powell are fresh faced dreamboats. Allen Jenkins brings his characteristic snarky humor to the table as Mac the stage manager, Warner Baxter is completely effective as their slave driving boss, and George E. Stone takes advantage of his facetime with gusto. The weakest link is probably Ruby Keeler who, like her character seems a bit out of her depth amid the rest of the group. It’s clear that this was her first film as the delivery of her lines is flat and bloodless. Still, despite her awkwardness she’s hard to dislike. Una Merkel and Ginger Rogers, on the other hand, show off their comedy skills and unique personalities with energy and it’s easy to see why each maintained successful film careers. Bebe Daniels is equal parts songbird and clothes horse with a delightful dash of fire and pizazz that sort of sneaks up on you. In addition to the main players, some recognizable names and faces stuck out like that of luminous blonde Toby Wing as Dick Powell’s counterpart in the “Young and Healthy” number (her sister Pat also scored a part as a chorus girl), Louise Beavers as Dorothy’s maid, Dennis O’Keefe as a chorus boy, and Jack La Rue as a thug.


Behind the Scenes:

Unlike most of the cast who had entered into film when sound took over, Bebe Daniels was a longtime silent star who transitioned nicely into talkies, her capable singing voice being an asset to the new musical craze that went along with the advent of sound film.

In Bradford Ropes’ novel, stage director Julian Marsh and juvenile lead Billy Lawler (Warner Baxter and Dick Powell’s characters) were actually lovers.

Much like the leggy selection process in the film, Busby Berkeley’s process for selecting 150 chorines out of the 5,000 or so applicants for the film is said to be as follows: Pick 300 girls by their faces, of those pick the 200 with the best ankles, of those pick 150 with the best knees.[1]

Screen Shot 2020-03-27 at 12.30.43 AM
Keeler, Brent, and Daniels. San Pedro News-Pilot (San Pedro, California) · Sat, Mar 25, 1933 · Page 4

Why was it nominated for Best Picture?

The production, especially when it came to Busby Berkeley’s elaborate choreographed dance numbers, was top notch and impressive even by today’s standards. In just a few years, 42nd Street took it’s predecessor The Broadway Melody and improved upon every single aspect of it. In addition to interesting choreography, Berkeley added optical illusions into the numbers and a fantastic rotating turntable, split into three parts, which moved powered by cables underneath while the chorines danced in synchronization on top, varying steps with the motion and against it. What a sight!

Screen Shot 2020-03-27 at 8.23.30 AM
Busby Berkeley’s kalaidoscopic choreography

How does it hold up today?

Pretty well! Most are still dazzled by this, the epitome of a backstage musical, with  Berkeley’s impressive choreography.

  • IMDb rating= 7.4 out of 10 (with 10,121 ratings)
  • Rotten Tomatoes rating= 96% fresh by critics (22 fresh votes vs 1 rotten) and 74% fresh user ratings (out of 7,550 ratings)


Would this be my pick for 1932/1933’s Best Picture?

It’s definitely possible! The film was packed with talent and completely entertaining.

*My full 1932/1933 ranking will be updated after all films from the year are watched




  1. The Greeneville Sun (Greeneville, Tennessee) · Thu, Jun 22, 1933 · Page 4