Dear Cinephiles,

Julian Marsh: “Sawyer, you listen to me, and you listen hard. Two hundred people, two hundred jobs, two hundred thousand dollars, five weeks of grind and blood and sweat depend upon you. It’s the lives of all these people who’ve worked with you. You’ve got to go on, and you’ve got to give and give and give. They’ve got to like you. Got to. Do you understand? You can’t fall down. You can’t because your future’s in it, my future and everything all of us have is staked on you. All right, now I’m through, but you keep your feet on the ground and your head on those shoulders of yours and go out, and Sawyer, you’re going out a youngster but you’ve got to come back a star!”

Rereading those lines above just got me verklempt all over again. They’re from one of my favorite Hollywood musicals “42nd Street” (1933) which I’ve seen many many times, and also got to see the 1980 stage adaptation on Broadway and its revival in 2001. Watching it last night made me especially emotional because of what we’ve all gone through this year and the need to just keep going, but the central theme of the show is having to go on no matter what floored me. See we have been hanging on to the hopes of doing an edition of SBIFF this year. We knew that the pandemic was going to affect the way it was done, and since last April, my staff and I have drawn up several scenarios of how we could do it. It had to be done safely, following strict protocols. Doing it all in a virtual fashion was always a possibility, and the easiest way to go about it. But I wasn’t happy with that option. A film festival is not just about movies, it’s about the communal sharing of them. Of being able to turn to the person next to you in line or in the seat next to you and share your feelings about what you’ve seen and exchange recommendations. In a way that’s what these communiques from me have been all about, sharing recommendations. At first we thought we could do a hybrid version where we would use movie theatres at a small capacity and then build out two outdoor movie theatres in Alameda Park. We drew out plans and created budgets. As we saw the November number of infections, we understood that plan would have to be scrapped. Julian Marsh’s speech above kept ringing in my ear, “You can’t fall down. You can’t because your future’s in it…” And then I thought about building two outdoor drive-ins while simultaneously going virtual. The drive-in component had to be free. The staff went about brainstorming locations until the idea of using the parking lots at Santa Barbara City College came up. It was of the essence for us to do a film festival this year. Not to make money, but because we need to put on a show. We need to remain optimistic and hopeful and resilient. “Keep your feet on the ground and your head on those shoulders…”

“42nd Street” is glorious. It’s a story of a backstage musical, “Pretty Lady,” being put on in the depth of the Great Depression (see the connection?). It will be director Julian Marsh’s swan song for he’s ailing. The stock market crash wiped out all his money so he’s got to make this Broadway show a hit so he can retire and live off its residuals. Dorothy Brock the star of the show has worked her way to the top, starting from vaudeville. She is involved with wealthy Abner Dillon who is willing to underwrite any show she’s in, although she’s secretly in love with Pat Denning who used to be her dance partner when she started out. Then there’s Peggy Sawyer (a delicious Ruby Keeler in her film debut), naïve but full of dreams. She’s just gotten off the bus from Pennsylvania with the intentions of making it into the chorus. And of course, I can’t forget a wisecracking Anytime Annie, played by the soon-to-be major star Ginger Rogers, or the swoon-worthy leading man Billy Lawler with the golden pipes (a heavenly Dick Powell).

The first half of the film is funny, fast and furious and everyone is involved in auditions, backstage and onstage drama. Some of the attitude towards women might offend–and fair enough!–but that was the way it was. For auditions, women are asked to raise their skirts. All of this is captured in crane shots that sometimes make you feel like you’re in the rafters, a fly on the wall watching it all take place. Other times you’re in the wings or in the theatre seats, a witness.

By the time you get to the opening night in Philadelphia, legendary choreographer Busby Berkeley takes over with his elaborate production numbers with bird’s eye angles displaying complex geometric patterns and kaleidoscopic visuals. I’m not embarrassed to tell you that I sing out loud at the top of my lungs to the tunes of Harry Warren and Al Dubin. How can I resist when you get hummable songs like “You’re Getting To be a Habit with Me,” “Shuffle Off to Buffalo,” “Young and Healthy,” and of course the title song “42nd Street.”

It’s all a fantasy, and I love getting lost in it. Besides, I live by Julian Marsh’s words.

Julian Marsh : “All right, now, everybody… quiet, and listen to me. Tomorrow morning, we’re gonna start a show. We’re gonna rehearse for five weeks, and we’re gonna open on scheduled time, and I MEAN scheduled time. You’re gonna work and sweat, and work some more. You’re gonna work days, and you’re gonna work nights, and you’re gonna work BETWEEN time when I think you need it. You’re gonna dance until your feet fall off, till you’re not able to stand up any longer, BUT five weeks from now, we’re going to have a show. Now, some of you people have been with me before. You know it’s gonna be a tough grind. It’s gonna be the TOUGHEST FIVE WEEKS that you ever lived through! Do you all get that? Now, anybody who doesn’t think he’s gonna like it had better quit right now. What do I hear? Nobody? Good… then THAT’S settled. We start tomorrow morning.”


42nd Street
Available to stream on HBO Max and WatchTCM. Available to rent on Apple TV+, Amazon Prime, Google Play, YouTube, FandangoNOW, Vudu, Microsoft, DIRECTV and FlixFling.

Screenplay by Rian James and James Seymour
Based on the novel by Bradford Ropes
Directed by Lloyd Bacon
Starring Warner Baxter, Bebe Daniels, George Brent, Ruby Keeler, Guy Kibbee, Una Merkel
Ginger Rogers, Dick Powell and George E. Stone
89 minutes

The Making of “42nd Street”
On huge sets constructed at the Warner Bros. studios, director Lloyd Bacon and choreographer Busby Berkeley create their own stylized Manhattan, epitomized by the production number built around the title song. Emerging star Ruby Keeler appears in close-up as she performs a dance routine, and as the camera pulls back she is discovered to be tapping atop a taxi at the intersection of Broadway and 42nd Street. The surrounding skyline suddenly begins to move, as we realize that it is a series of buildings painted on boards held by Berkeley’s celebrated dancing girls. Berkeley, who also designed many of the sets used in his numbers, brought a scale to the movie musical that was truly gargantuan, involving hundreds of dancers moving in unison with all manner of props through fantastic environments. In one number for “42nd Street” he created three enormous cylindrical turntables, each higher than the next, that spun in opposite directions as an army of chorus girls tapped on the discs. “42nd Street,” which follows a Broadway musical from casting call to opening night, became a landmark film that turned the tide for the movie musical. At the time, the genre had slipped in popularity due to overexposure after numerous attempts to duplicate the success of MGM’s Oscar-winning “The Broadway Melody” (1929). But “42nd Street,” which won an Oscar nomination as Best Picture, helped Warner Bros. emerge as a major force in film production and established Berkeley as the “mad genius” of musical production numbers. “A lot of people used to believe I was crazy,” Berkeley would later admit. “But I can truthfully say one thing: I gave ’em a show!” (

The Man Behind the Dances Sequences: Busby Berkeley
Mr. Berkeley, whose original name was William Berkeley Enos, was born in Los Angeles on Nov. 29, 1895. His parents, both show people, moved to New York soon afterward, and the boy made his stage debut at the age of 5. In 1919 he appeared in the hit musical “Irene.” Two years later he began a Broadway directing career that saw him create chorus numbers in 21 musicals before he was brought to Hollywood in 1930 by Samuel Goldwyn as a dance director. Mr. Berkeley’s numbers in “Whoopee,” with Eddie Cantor, were the most antahla work at that studio. In 1932, he began) a seven‐year association with Warner Brothers that brought him to the pinnacle of hiis fame. His eclipse began in the war years, though he continued with dance production, and some directing, through the early 1950’s. The renewed interest in Mr. Berkeley’s extravaganzas was highlighted with the 1971 Broadway revival of the 1925 musical “No, No, Nanette.” He supervised production for the musical. The assignment reunited him with Miss Keeler, who returned to Broadway, after an absence of 41 years to play the lead role. In recent years United Artists revived some of the Berkeley films to capitalize on the highcamp craze that swept the film industry. At the reopening of one such replay six years ago, Mr. Berkeley reflected on the tone of his old films. “You know, if someone came along today and made a ‘Gold Diggers of 1970’ he’d make himself a bloody fortune. And I’d like to do it. Wow! What could do with wide screen and color! I didn’t have those things back in the 30’s.” (

About Al Dubin
Al Dubin was born on June 10, 1891 in Zurich, Switzerland. His family, originally from Russia, moved to Philadelphia, Pennsylvania when he was two. His father was a medical doctor and his mother was a science teacher; neither wanted him to pursue a career in music. By age 14, Dubin was cutting his classes at school to see Broadway shows, and to spend time on West 28th Street (the “Tin Pan Alley” district) where he tried to sell special material to vaudeville entertainers. Dubin chose to complete high school at a private institution, Perkiomen Seminary, an unusual choice for a Jewish boy. He excelled in athletics, and was captain of the football team, as well as a track and basketball star, however, his love of alcohol, girls, and nights out often resulted in suspensions, and just a few days before graduation, he was expelled from the Seminary. He enrolled in medical school, but was expelled from that in 1911. After that he became associated with the Witmark Music Publishing company, and worked for them as a staff writer for many years. In 1916, he wrote his first hit song with composer Rennie Carmack, “Twas Only an Irishman’s Dream.” However, no successes followed, and he began working as a singing waiter in a bar, until he entered the army in World War 1. After the war, he resumed songwriting, working with various composers. Some of his early hits were “Halfway to Heaven,” written with J. Russell Robinson, and “A Cup of Coffee, a Sandwich and You,” written with Joseph Meyer. Dubin’s daughter said that the inspiration for the title was the line from an Omar Khayyam poem: “A Loaf of Bread, A Jug of Wine, and Thou Beside Me in the Desert.”

By 1926, he was writing music to promote silent films, and he was one of the first songwriters hired for talking pictures in the late 1920s. He wrote many songs with Joseph Burke, such as “‘Tiptoe Through the Tulips,” “Painting the Clouds With Sunshine,” and “The Kiss Waltz.” In the early 1930s, he teamed with Harry Warren, with whom he collaborated through the remainder of the decade. The two wrote as many as 60 songs per year, including “We’re in the Money,” “Forty-Second Street,” “Shuffle Off to Buffalo,” “You’re Getting to Be a Habit With Me,” “The Boulevard of Broken Dreams,” “I Only Have Eyes for You,” “About a Quarter to Nine,” “With Plenty of Money and You,” “September in the Rain.” “Lulu’s Back in Town, ” and their 1935 Academy Award winner, “Lullaby of Broadway.” After 1939, Dubin wrote with many other composers, including Jimmy McHugh (“South American Way”), Will Grosz (“Along the Sante Fe Trail.”), and Duke Ellington (“I Never Felt This Way Before”). Dubin provided the lyrics to the song “Indian Summer,” set to music written in 1919 by the great composer Victor Herbert, who died in 1924. Dubin’s lifestyle included excessive eating, drinking, and drugs at times, he packed 300 pounds onto his 5 foot 9 inch frame. All of this began to cause him health problems in the early 1940s, and he died of barbiturate poisoning and pneumonia on February 11, 1945. He was survived by two daughters and his wife Helene McClay. (

About Harry Warren
Harry Warren was born Salvatore Guaragna, to Italian immigrant parents, in Brooklyn, New York on December 24, 1893, the eleventh of twelve children. Warren taught himself to play several musical instruments, including the accordion and piano. At age 15 he left school and took his first job as a drummer with the John Victor brass band. Then came stints with various touring carnival shows, as stagehand for a vaudeville theater, and as a property man and offstage piano player at the Vitagraph Studios. After serving in the US Navy in World War I, Warren began writing songs. His first effort, “I Learned to Love You When I Learned My A-B-C’s,” one of the rare compositions for which he wrote both music and lyrics, was never published, but it got him a job as staff pianist and song plugger for the music publishing house of Stark and Cowan. Warren’s first published song was “Rose of the Rio Grande,” written in 1922 with Edgar Leslie and Ross Gorman. This began Warren’s collaboration throughout his career with numerous lyricists. Some of his other notable songs from the 1920s are “I Love My Baby (My Baby Loves Me)” and “Where Do You Worka John?” Warren wrote songs for several Broadway shows in the early 1930s, including Crazy Quilt (“I Found a Million Dollar Baby in a Five-and-Ten Cent Store”) and The Laugh Parade (“You’re My Everything”).

Between 1929 and 1933 he wrote songs for a few minor movies, but made Hollywood his permanent home in 1933 when he was hired to work with Al Dubin on Warner Brothers’ 42nd Street. This movie introduced the songs “Shuffle Off to Buffalo” and “You’re Getting To Be a Habit With Me.” During the rest of the decade, Warren wrote some 20 musicals with Dubin, which include the songs “We’re in the Money,” “I Only Have Eyes for You,” “Lullaby of Broadway” (his first Oscar winner, from Gold Diggers of 1935), “Lulu’s Back in Town,” and “September in the Rain.” He also wrote some movie songs with Johnny Mercer during the 1930s, most notably “Jeepers Creepers” and “You Must Have Been a Beautiful Baby.” Warren went to 20th Century Fox in the early 1940s, and teamed with Mack Gordon. Some of their best-known songs are “Chattanooga Choo Choo,” “Serenade in Blue,” “I Had the Craziest Dream,” “There Will Never Be Another You,” “You’ll Never Know” (his second Oscar winner, from Hello, Frisco, Hello), and “The More I See You.” From 1945-1952, he worked at MGM, and won his third Oscar, in partnership with Johnny Mercer, for “On the Atchison, Topeka and the Sante Fe,” from The Harvey Girls. Other songs Warren wrote during this period are “This Heart of Mine” and “Friendly Star.” Warren moved to Paramount in the 1950s, where he wrote his last big pop hit, “That’s Amore.” Through the later 1950s, he mainly wrote scores for dramatic movies such as An Affair to Remember and Separate Tables. On his 80th birthday, he was elected into the Songwriters Hall of Fame. Warren died in Los Angeles, California on September 22, 1981. (

About Director Lloyd Bacon
Lloyd Francis Bacon was a screen, stage, and vaudeville actor and film director. Bacon started in films with Charlie Chaplin and Bronco Billy Anderson and appeared in more than 40 total. As an actor he is best known for supporting Chaplin in such films as 1915’s The Tramp, The Champion and 1917’s “Easy Street.” He also directed over a hundred films between 1920 and 1955. He is best known as director of such classics as 1933’s “42nd Street,” 1937’s “Ever Since Eve” from a screenplay by the playwright Lawrence Riley et al., 1938’s “A Slight Case of Murder” with Edward G. Robinson, 1939’s “Invisible Stripes” with George Raft and Humphrey Bogart, 1939’s “The Oklahoma Kid” with James Cagney and Humphrey Bogart, 1940’s “Knute Rockne,” “All American” with Pat O’Brien and Ronald Reagan, 1943’s “Action in the North Atlantic,” and 1944’s “The Fighting Sullivans” with Anne Baxter and Thomas Mitchell. He also directed “Wake Up and Dream.” Bacon was not related to Irving Bacon, who was a film actor who appeared in a number of Bacon’s films. Irving’s parents were Millar and Myrtle Bacon of St. Joseph, Missouri. Lloyd’s father, Frank Bacon, was the co-author and star of “Lightnin‘,” which for a while was the longest-running play in Broadway history. His mother was Jennie Bacon, whom he adored. (