For the Love of Film (Noir): Arcades Projects

On his peregrinations the man of the crowd lands at a late hour in a department store where there are still many customers. He moves about like someone who knows his way around the place...If the arcade is the classical form of the intérieur, which is how the flâneur sees the street, the department store is the form of the intérieur's decay. The bazaar is the last hangout of the flâneur. If in the beginning the street had become an intérieur for him, now this intérieur turned into a street, and he roamed through the labyrinth of merchandise as he had once roamed through the labyrinth of the city...The flâneur is someone abandoned in the crowd.
--Walter Benjamin


"I see it all. It's like a movie in my head that play and plays.
It isn't just the bad things I remember. It's the whole damn show."
--Buddy, rationalizing his past, "Waiting for the Girls Upstairs" (Follies)

In the spring of 1953, as Hollywood reeled from another round of HUAC hearings, HUAC opponent and American expatriate John Huston was shooting his latest film, Beat the Devil, in Europe. The film is a parody of the noir traditions that Huston helped bring into being with his adaptation of The Maltese Falcon a decade earlier: once again, Humphrey Bogart and Peter Lorre were part of the entourage, but so were Robert Morley, Jennifer Jones (and her husband, David O. Selznick), and a 22-year old friend of the family, Stephen Sondheim. He worked as a clapper boy on the production, and played “chess without a board” with his hero, Bogart; Sondheim biographer Meryle Secrest recounts their games:

Sondheim said, “I’d come down to breakfast and Bogart would say, ‘All right, pawn to king’s four,’ and I’d say, ‘Pawn to king’s four, all right.’ Then he’d say ‘Knight to bishop’s three…’ By about the fifth move I’d be thinking, Wait a minute, knight’s on the fifth square. No, no! Knight’s on the fourth square. No, I moved the bishop…” (Secrest 93).

Sondheim also won a lot of money in poker games with Selznick (Secrest 93). He enjoyed himself thoroughly on the shoot, taking films of the proceedings with a 16mm camera, although he admitted in a letter to friends that filmmaking seemed to consist primarily of waiting around expectantly for the right moment to happen (Secrest 93).

Within a decade of his adventures with Bogart and Huston, Sondheim would be marked as one of Broadway's brightest new talents, but he was also a cinephile, as musicologist Steve Swayne would later note in his book How Sondheim Found His Sound:

Sondheim clearly loved film. His early attempt at a novel, Bequest, is a cross between the events of [the Linda Darnell film] Hangover Square and the result, by his own account, of watching “too many Bette Davis movies.” Sondheim remembered which day his mother married former Paramount Films executive Ed Leshin because it coincided with the day All About Eve opened at the Roxy. And his comments to [biographer Meryle] Secrest about Margaret Sullavan movies are almost comic in their fawning adoration, even though most of her films were made before Sondheim reached his teenage years. Sondheim was not only a Broadway baby; he was also a cinemaniac (166).

One film he saw as a teenager, the aforementioned Hangover Square (1945), so moved him that he wrote a letter to the film’s composer, famed Citizen Kane composer Bernard Hermann, and got a response back (Secrest 56-57).



For Sondheim, a budding composer and protégé of Oscar Hammerstein and Milton Babbitt, this was a thrill. It was, in fact, noir that most intrigued Sondheim (Swayne 166) (ironically, as his biographer Meryle Secrest notes, the one genre he had no interest in was the movie musical) (Secrest 100). But his immediate, post-Beat the Devil experience would expose him to a different genre: screwball comedy. In the summer of 1953, he worked as a screenwriter on the television series Topper, an adaptation of the 1937 film about a ghostly couple that haunts the titular character. Sondheim spent five months in Hollywood, where he cranked out eleven Topper scripts, even as he continued to compose music; at one point, he even contemplated a musical version of Vincente Minnelli's wartime melodrama The Clock, convincing a friend to sneak a script off the MGM lot so he could copy and study it (this idea came to nothing) (Secrest 97).

While Sondheim worked on his ghostly scripts, MGM released one of those movie musicals Sondheim would've ignored: The Band Wagon is the "backstage musical" to end all backstage musicals, a rococo masterpiece of color, movement and wicked satire that stands as the best of director Vincente Minnelli's many outstanding contributions to the Freed Unit. Minnelli is joined by an almost absurdly talented group of co-workers: writers Betty Comden and Adolph Green, choreographer Michael Kidd (fresh off his success on Broadway with Guys and Dolls), composers Arthur Schwartz and Howard Dietz, and the on-screen talents of Fred Astaire, Cyd Charisse, Nanette Fabray and Jack Buchanan, among many others. The film is the musical comedy equivalent of the mirrors-within-mirrors fun-house at the end of The Lady From Shanghai: Astaire deconstructs his own aging star persona as hoofer Tony Hunter; Jack Buchanan channels Orson Welles and Jose Ferrar as Jeffrey Cordova, the director determined to transform a once-simple show about a children's writer-turned-pulp-author into "the modern day version of Faust"; and Oscar Levant brings his usual dried bleakness to the party as a loving composer husband with an eye for chorus girls. Even Minnelli's mise-en-scene isn't safe from the show's constant intertextual playfulness, its wish to bend reality into something fantastic: at least twice, movie posters and marquees appear advertising The Proud Land, the film that producer Jonathan Shields shelves in the climax of Minnelli's The Bad And The Beautiful.

But rather than using this fun-house as a space of violence or madness, the demands of a 1953 MGM musical comedy read the narrative's often-dark emotional turns as bright, funny, parodic and infinitely danceable. The show is full of all kinds of brilliant numbers, from the casual walking dance of "By Myself" to the insanely commodified joy of "Shine on Your Shoes," to the hilariously psychotic "Triplets" to the lyrical yearning of "Dancing in the Dark" (a pas de deux that wears its considerable heat and tension as lightly as a summer suit).



Above all, there's the brilliant "Girl Hunt Ballet," where the film's narrative gives way to a dream space that metaphorizes the characters' darkest fears and desires through a parody of noir. It's no less true because it happens "in-character," and on-stage.

The deep blue curtain opens to a black screen, which is covered with oversized reproductions of mock pulp magazine covers: “Stab Me Sugar,” “Dames Kill Me” and "Girl Hunt” are just some of the titles. An unseen tommy gun blasts open the black screen, and it gives way to a bluish-purple stage done up to look like an abandoned urban street corner. The lights from the “building” windows define the shapes of their skyscrapers, which make geometric, L-shaped patterns against the dark blue sky.

Astaire enters from stage right, dressed in a white suit and fedora, with blue shirt and white tie (an outfit that echoes the one he wears in 1945’s Yolanda and the Thief, also an older Minnelli film, another of his self-references). As he begins his narration, framed in a medium shot, he lights a cigarette, thrusting his arms back so the cuffs of his blue shirt are visible, fedora cocked at an angle. He saunters past a very flat street lamp as a mournful jazz trumpet plays. It is a striking image, as if the playboy schemers of Astaire’s earlier films had suddenly taken on an existential loneliness.



He begins to narrate his story, in a neo-Chandler patois: “My name is Rod Riley…The rats and the killers were in their holes. I hate killers…” Rod has barely lit his cigarette when Cyd Charisse’s “Blonde” slides onstage from the right. The camera tracks to follow her, until she is in the frame, next to Rod, whom she grabs in desperation. Framed in a medium shot, he pokes a cigarette between her lips, and her shoulders shrug. She takes a puff and falls into Rod’s arms. This existential loner isn’t having it: he spins her back out, as the camera dollies back to a long shot to capture the movement. A tracking shot follows their dance, until their heads swivel right, and a cut reveals a thug, in brown trench coat and fedora, menacing his way through the fog in a long shot. The thug’s wide frame moves to the foreground, where he picks up a bottle and a hankie. In this pastiche, however, elegance will always trump machismo, so it’s only logical that the next cut returns the viewer to Rod and the Blonde, twirling in dance. Her canary yellow trench coat obscures Rod’s lower left side like a Surrealist tarp in a Man Ray photo, and all we can see is his left leg and arm. Dancing in front of a deep blue shop backdrop, Rod rolls the Blonde off his front, and she lies vertically on the ground.

For me it is one of the most sublime sequences in American cinema. Its quivering mise-en-scene (Kidd's sensuality dovetailing beautifully with Minnelli's) makes its Mickey Spillane storyline balance right on the edge of parody without ever quite falling over; it's funny, but it's also genuinely dangerous, and immensely sexy-- it invites a camp reading but never lets its audience slip into the distanced, smug cynicism that camp too often engenders; and because the number cares so much about its style and movement, it forces us to care, and stay involved. It takes every emotion or mood from every previous number in the film and blends them into something funny and extremely charged: when Cyd Charisse opens her green trenchcoat to reveal a sequined red dress, and wraps herself around Astaire's dapper white suit, every cinematic and critical code is suddenly short-circuited, and I, for one, don't know whether to laugh or gasp.



"She was bad," Astaire says in his noirish voiceover. ""She was bad. She was dangerous. I wouldn't trust her any farther than I could throw her. But she was my kind of woman." Ironic, sincere, funny, smart, and sensual all at once, "The Girl Hunt Ballet" is not just a model of dancing or filmmaking, but a model for critical writing, a mixture of rhetorical modes that allows each element to speak while blending them all into a new language that feels both social and personal, esoteric and public at the same time. It offered a new model for the combination of song, dance, mood and character in American musicals, and back in New York, a younger generation of composers, directors, writers and choreographers would be working out a similar revolution of their own.

While Astaire twirled Charisse on-screen, Sondheim returned to New York, failed to get his first musical, Saturday Night, off the ground, then, in 1955, bumped into playwright Arthur Laurents at a party. Laurents told him that he, Robbins and composer Leonard Bernstein were collaborating on a modern musical updating of Romeo and Juliet. Band Wagon writers Betty Comden and Adolph Green, who’d worked with Robbins and Bernstein on the groundbreaking On The Town, were originally approached to write the book, but turned it down. Sondheim casually asked who was writing the lyrics.



The resulting show, West Side Story, was a landmark, and put Sondheim’s career in high gear. Robbins’ choreography echoed the playful, casually erotic dances Michael Kidd staged in the “Girl Hunt” subway station, but turned the idea of gang wars into something darker, more searching and romantic, dance as both desperation and utopic dream ballet (a tension nicely matched by Leonard Bernstein’s score, whose brassy authority and intensely cinematic shifts in tone and tempo echoed his earlier score for Elia Kazan’s On The Waterfront). This was not camp playfulness, but something Serious. Sondheim would follow it by writing the lyrics to the dark family musical Gyspy, then would compose full scores for his first two shows-- the playful A Funny Thing Happened On The Way To The Forum, and the flop Anyone Can Whistle, which starred two actresses very familiar with noir-- Angela Lansbury and Lee Remick.

By 1971, West Side Story’s producer, Harold Prince, had become a director-producer, and Stephen Sondheim’s chief collaborator. In Band Wagon-speak, Sondheim was the Oscar Levant to Prince’s Jack Buchanan: the former a slightly dour, perfectionist composer, the latter an ambitious, outgoing showman able to take Sondheim’s fragments and ideas and synthesize them into something much grander (in fact, one could argue that the Kander-Ebb show Cabaret, which Prince originally directed on Broadway, is the darkly Faustian musical of which Jeffrey Cordova so manically dreamed). “I’ll never do a show that some people won’t walk out on,” Prince once proudly declared.

Prince had already shown his acumen by taking playwright George Furth’s one-act plays about marriage and suggesting Sondheim set them to music: the first Prince-Sondheim show, Company (1970).



Company had no warring gangs, gangster molls or femme fatales (although Elaine Stritch came damn close); but in many ways it suggests how much the dark emotions and unstable relationships of those 40s noirs shaped Sondheim's imagination. It tells the story of Bobby, the chronically single, charming friend whose increasingly brittle witticisms make him the perfect "company" for his harried, married friends, while also acting as the mask he wears to keep from ever finding perfect company of his own. As theater historian Ethan Mordden noted in his history of 70s Broadway, One More Kiss, the title's pun also extends to the stylized self-awareness of the show's performers (or "company") and the increasingly corporatized nature of post-war, post-sixties American love (love-as-business-transaction: a very noir notion). Note the lyrics Beth Howland sings above, how quickly the mood of screwball can give way to noir imagery ("I telephoned my analyst about it and he said to/see him Monday, but by Monday I'll be floating in the Hudson with/the other garbage--") which takes us uneasily (if hilariously) back into the wedding preparations.

Company's score--which Sondheim would later describe, ambivalently, as "Brechtian"--shows a wide-ranging talent that touches on ballads ("Being Alive," "Someone Is Waiting"), dance numbers ("Side by Side by Side"), satires and pastiches (like the girl-group number "You Could Drive A Person Crazy"), character-driven humor pieces ("The Little Things You Do Together," "Barcelona"), and songs whose melodic and lyrical invention defies categorization (I guess you could call "The Ladies Who Lunch" a 12 o'clock number, but it's a deeply ironic and fatalistic one, while "Sorry-Grateful" almost feels like an anti-ballad in its honesty). Like Bobby, Sondheim stands both within and outside the show, deconstructing a whole history of theatrical convention while still providing the emotional connections and aching depth those conventions were designed to convey. There's an intense pleasure in craft (you know you're hearing a master at the top of his game when he manages to lyricize a yawn in "Barcelona"), but never at the expense of character or feeling.



Sondheim's work was brilliantly matched by Harold Prince's: Sondheim would be his richest collaborator, the one that set off his imagination in casting and staging, and he controlled the stage as if it were a movie set, using movable scenery, scrims, and lights to "cross-cut" from one space and time to another. Designer Boris Aronson's set was a glittering urban landcape of steel, glass and moving parts, as if the "Girl Hunt" backdrops (and their violence) were transferred into a screwball narrative.



And all this work for a show Sondheim didn't even really want to do, that he agreed to only because he'd secured a promise from Prince that the impresario would produce and direct the show closest to Sondheim's heart, the long-gestating mystery musical The Girls Upstairs.

In 1965, Sondheim and writer James Goldman cooked up an idea for a murder mystery musical, set at a Ziegfeld Follies reunion, called The Girls Upstairs. In his authoritative history of the composer, Sondheim and Co., Craig Zadan recounts the show’s genesis:

“The original impulse for The Girls Upstairs was something that was much more melodramatic and more foolish,” James Goldman explains. “We began with people who were much older. It got rewritten a lot and I had incorporated something I was always very taken with—a device Chekhov used for the curtain, at the end of the third act of Uncle Vanya, where people are driven by anguish to the point where someone fires a gun and misses….There wasn’t any real murder in our show” (135).

Sondheim continues, “The murder mystery plot was a ‘who’ll-do-it’ rather than a ‘whodunnit’” (Zadan 136).

Prince hated the idea. Imagine it as a real-life version of that scene in The Band Wagon when the Martins are pitching their idea for the pulp writer musical: Tony Hunter loves it, they love it, Tony’s rolling on the couch...And Jeffrey Cordova says it should be Faust.

Prince read it, thought it “was about two men who took out two girls who were in the dressing room upstairs, and it was a personal story and they were four people self-pitying and, as far as I was concerned, pitying themselves sufficiently that I didn’t have to involve myself in their problems” (Zadan 119). Prince was Sondheim’s close friend, but Sondheim wasn’t sure, in the mid-sixties at least, that Prince was the right director for the show, anyway; he took it to producer David Merrick, who also didn’t love it (Zadan 114), but held the option on it for a year. The show was not produced. Sondheim and Goldman wrote an eerie fanstasy musical, Evening Primrose (based on a John Collier story), for the ABC TV show Stage 67; Goldman would win an Oscar for writing The Lion In Winter in 1968. For two years, The Girls Upstairs went through different drafts, producers and directors. Reading a new draft, which he still hated, Prince wrote Sondheim and Goldman a 3,000-word letter detailing his concerns, which got no response. Finally, in 1969, as they worked on Company, the latest producer for The Girls Upstairs dropped the show, and Prince stepped into the breach, suggesting they drop the explicit murder angle and make the show more metaphorical; in Prince’s words

Metaphoric rubble becomes visual rubble. A theatre is being torn down. On its stage a party in celebration of that. The celebrants for whom the theatre represents youth, dreams lost, a golden time, are to be orphaned….Is the theatre torn down? Will it be torn down tomorrow? Or was it torn down yesterday? Keep it ambiguous, a setting for the sort of introspection that reunions precipitate, a mood in which to lose sight of the present, to look back on the past (Ilsen 180).

Novelist and critic Ethan Mordden picks up on the thread: “It’s a dream: a reunion of the shadows and echoes of the old show biz that once defined America. No one human is inside the building, yet something is there, saying goodbye” (34). The solution, it seemed, was ghosts.

Not the ghosts of Topper, though, but something less cheery, and less certain; Prince’s inspiration was a 1960 Life magazine photo of Gloria Swanson standing in the rubble of the demolished Roxy Theatre, dressed in formal gown, her arms outstretched (Chapin 7-8), as if she’s still playing Norma Desmond. Dressed all in black-and-white, with pale makeup, and floating in and out of lighting that made them appear nearly see-through, the ghosts in Prince’s The Girls Upstairs production would be old Follies girls, song-and-dance performers, and, most importantly, the ghosts of the four protagonists, those two couples Prince so despised in the original draft. Ted Chapin, at the time a twenty-year old gofer on the show (he’d go on to become president of the Rodgers and Hammerstein Organization) notes, “Characters and their ghosts could exist side by side, and conversations could take place that were part present and part past. Ghosts could act out what the present-day characters are remembering, sometimes accurately, sometimes not” (Chapin 8). The show was retitled Follies.

Several years ago, at an academic conference, some of us sat at dinner and talked about which moments in film, theater or pop music history we wished we could've lived through. Many desires were expressed: sitting at the Ed Sullivan Theater, watching the Beatles in '64; being at the first screening of The Jazz Singer in 1927; seeing Gone With The Wind in '39 orBringing Up Baby in '38; catching the Stones, Miles Davis, Prince, John Coltrane, Duke Ellington at various points in their careers.

For me, it was easy: I wanted to be at the Winter Garden Theater on April 4, 1971, for the opening night of Follies (being at the 1945 opening of Carousel was a close second).

It was not an easy production. Theater critic Frank Rich relays the conventional wisdom about the show:

More than three decades after its premiere, Follies remains the most elusive of landmark Broadway musicals...It is a show for which the word “problematic” could have been coined. Its theatricality is lavish but its mood is downbeat. Its storytelling plays tricks with time that are poetic to its fans but disorienting gimmickry to less sympathetic onlookers. The principal characters are narcissistic, unpleasant, and prone to onstage nervous breakdowns...In each rendition, Follies draws new adherents, but also new detractors. Is it really a great musical, or merely the greatest of all cult musicals, the most fabulous of all self-indulgent failures? Or might it still be unfinished, awaiting the perfect script revision, the radical new staging no one has yet thought of? Could one stroke of luck finally make the whole elaborate edifice fall into place as triumphantly as the Follies scenery descends in the fabled “Loveland” sequence? (Chapin xi).



In his exhaustive history of the show’s production, Everything Was Possible, Chapin relates the various backstage trials: the power struggles between Prince and his co-director and choreographer, Michael Bennett (who hated the book and longed to bring in Neil Simon to punch it up with some one-liners); Sondheim’s procrastination (on the first day, much of the score, which would eventually comprise 22 numbers, had yet to be written (only six songs remained from the original The Girls Upstairs), and STILL TO BE WRITTEN notations dotted the actors’ scripts; the uncertain mixture of the cast, which included young dancers and chorus members, old Broadway hands like Ethel Shutta, established stage stars like Dorothy Collins and film stars like Gene Nelson and Alexis Smith who’d done hardly any musical theater at all; book writer James Goldman’s standoffish nature when asked to make revisions; Boris Aronson’s set design, a combination of moving platforms, metallic walkways, and blasted rubble that brilliantly embodied Prince’s metaphorical needs but was hell to dance on; and Prince’s constant anxiety, about the then-outrageous cost of the show ($800,000), the plethora of changes to the book, the score and the choreography, and the mixed response to the show in Boston previews.



It was precisely the “Loveland” sequence Rich refers to above that so fascinated filmmaker Alain Resnais. In How Sondheim Found His Sound, Steve Swayne suggests strong affinities between Sondheim’s work and that of the French New Wave that both valorized and criticized Vincente Minnelli: a fascination with noir and other “disreputable” genres; a desire to rework the “grammar” of film/theatre in order to explore a culture and politics that older examples had elided or ignored; a belief that auteurs (be they directors or composers) could use popular forms for personal expression; and, most importantly, a constant playing with time and space and, by extension, a wish to tell stories while simultaneously providing critical perspective on those stories (Swayne 174-177). Even setting aside some of the banalities of Swayne’s analysis (and the unfair description of Rogers and Hammerstein’s groundbreaking shows as “conventional”), this is a potentially rich link, one enhanced by Sondheim’s referencing, in interviews, of the New Wave and Marguerite Duras as influences (Swayne 179). “Sondheim nevertheless adopted a postmodern sensibility for the musical of the late twentieth century,” Swayne posits (180), and he does so in Follies through his use of what were called “pastiche numbers.” Like The Band Wagon, Follies utilizes old forms in a new context, but does so for far more critical purposes, and a comparison of the two is instructive.

Follies is an integrated musical, but it feels like a disintegrated one, both honoring the Rodgers & Hammerstein tradition out of which Sondheim directly arose, and also doing Oedipal violence to it. Much like the Follies ghosts and their contemporary counterparts, who “argue with their past selves in an electrifying moment of time-space discontinuity” (Swayne 178), so, too, do Sondheim’s pastiche numbers both honor and critique their predecessors. Jonathan Tunick, Sondheim’s orchestrator for Follies (and all of his shows through 1981’s Merrily We Roll Along), once described orchestrating as “a way of enhancing a song—using the deviled-egg metaphor—by taking it, mashing it up, adding some ingredients, mixing it, and putting it back together again” (Zadan 154).

Sondheim's songs and Tunick's orchestrations found their visual parallel in Boris Aronson's metaphorical set designs; the show nominally takes place at an abandoned and about-to-be-demolished theater, where an old Follies revue is having one last reunion, but as the show shuttles from 1971 back through memories to the the 1930s, the real landscape is that of the characters' hearts and minds. Speaking to Frank Rich (in The Theatre Art of Boris Aronson, co-authored with Lisa Aronson), Aronson remembered, “When Hal told me that the show takes place on an empty stage, that was immediately worth a million to me,” Aronson said. “then when he said that the theatre is in a stage of being demolished, I was delighted, because that was Cubism….If it had just been another backstage show, with the back of scenery showing and all, I wouldn’t have touched it. But an empty stage is a goldmine—a concept that really fascinates me.” (232). He continued:

Memories arrive in bits and pieces—they’re evocative—strung together into chains, colored by the imagination. I used these leftovers, these remnants, very purposefully. If you see a statue and a hand is missing, or the nose is broken, it leaves so much more to the imagination than if it were complete. This very [fragmentation] creates a positive-negative relationship between the missing pieces and the elements that remain. The audience helps all evening in re-creating the past, because we only suggest it (232).



Tunick further described the specific sound of Follies as “not a re-creation of, but a glorfication of, every Broadway pit band that ever played…and it’s not what the pit band actually sounded like, it’s what you thought the pit band sounded like” (Zadan 155). He is describing here, not only his own work as an orchestrator, but Sondheim’s desire to play with the song form, and that form’s tendency, outside of its originary moment, to feel nostalgic: Craig Zadan notes that “Sondheim says he intended to imitate the styles of the great songwriters of the times, and affectionately comment on them as well” (147), and quickly notes how the show’s opening number, “Beautiful Girls,” pastiches Irving Berlin, while its most famous, “Losing My Mind,” imitates George Gershwin (147). In one song, “Could I Leave You?,” sung by an outraged Phyllis (Alexis Smith) to her philandering husband Ben (John McMartin), Sondheim even tips his hat to his old mentor Oscar Hammerstein, quoting The King & I: “Putting thoughts of you aside/In the South of France,/Would I think of suicide?/Darling, shall we dance?” Where, in the earlier show, that invitation was sincere, and marked Anna’s finally connecting to the titular King, in Follies it is the clearest sign of the married couple’s estrangement. It is also the title of a famous Astaire-Rogers film (with music by George and Ira Gershwin), allowing Sondheim, with a single swoop, to suggest how these seemingly disparate musical traditions (of revue comedy and musical film, integrated musical play and postmodern concept musical) dance along the same through line of tradition.



I've gone on about Sondheim's work, and Aronson's set design, and the history of his collaborations with Prince, because I think it's in these visual and sonic reworkings of form and history (theatrical, American, and more) that the truly noir aspects of Follies are expressed. Crime has a long relationship with Broadway: The Threepenny Opera, "Slaughter on Tenth Avenue," Guys and Dolls, Chicago, City of Angels, Sweeny Todd. But some of its darkest, deepest, and most "noirish" of shows are those which ignore the explicit narrative tropes of noir in favor of its desperate fatalist tone. Carousel, certainly, is one of these shows, and a profound influence on Sondheim's work; Follies is another. In his thoughtful essay this week on Paul Schrader, Greg Ferrara wrestles with Schrader's constantly shifting definitions of noir, and concludes (in a wonderfully succinct line) "For film noir, tone is the genre."

Precisely, and it is this tone that has survived numerous re-stagings of Follies since that 1971 production. That original Broadway show is the holy grail of my imagined shows, the version I was not alive to see, and there's a strong sense-- from histories, anecdotes, scores, pictures, and even the blurry video clips I'm posting (bootlegged out by dedicated fans, and all the more powerful for their ghostliness)--that if you didn't see that show, you didn't see the show. Between 1971 and 2002, there were six productions on Broadway, in L.A., at Lincoln Center and in the West End; two concert readings; and numerous regional productions. Some tried to re-capture the opulent decadence of the Prince-Aronson vision, others went for a more stripped-down aesthetic, but nearly all of them maintained that sense of creeping darkness, of a dream of love (and the pop cultural myths that shaped them) unraveling.



In his otherwise dismissive (and, it should be noted, badly written) pan of the show in The New York Times, theater critic Clive Barnes made an intriguing distinction between the “flavors” of Sondheim’s score: “nostalgic and cinematic.” The “nostalgic” songs were the pastiche numbers like “Broadway Baby” (numbers which, he claims, “trade on camp”) while the “cinematic” song were, presumably (Barnes never specifies) the book numbers, like “Losing My Mind.” In a description typical of Barnes’ skim-the-surface flippancy, he calls the cinematic numbers “a mixture of this and that." In a paper that has boasted more notable critics at this position—Brooks Atkinson, Frank Rich, and Ben Brantley among them—Barnes comes off like the Bosley Crowther of the bunch, generally deaf to style and quick to praise socially oriented trends, and more notable for the position he held than what he brought to it. One can only imagine what Pauline Kael would’ve made of him. But just because he does nothing with these evocative terms doesn’t mean they aren’t useful.

One way Sondheim and Prince were able to enhance the "cinematic" qualities of the show was through canny casting, mixing theater and film stars who often had at least loose associations with noir narratives. Alexis Smith, who played the Follies-girl-turned-society-matron Phyllis, had starred opposite Humphrey Bogart in the 1945 crime thriller Conflict; Gene Nelson, who played the hapless salesman Buddy (who has maintained a crush on Phyllis for 30 years) starred in the 50s B thriller The Way Out; John McMartin, Buddy's best friend/rival who grows up to become a powerful politician (and the husband of Phyllis), would take his patrician charm to film three years later in the conspiracy thriller All The President's Men. Best of all, there was Yvonne De Carlo, who appeared in Brute Force and Criss Cross, and who belts out the show's best-known song (and the one most densely cinematic in its references):



This iconic number was actually a quick rewrite, when De Carlo's initial number, “Can That Boy Fox Trot!” was bombing in Boston previews; Sondheim wrote her a whole new number, one inspired, in part, by the career of noir icon Joan Crawford, and in part by a line cut from Goldman’s book: “Been called a pinko/Commie tool,/Got through it stinko/By my pool” (Goldman and Sondheim 57). It is a song that details the up-and-down life of a Hollywood star from the 1930s to the early 1970s, and by extension, becomes a look at the history of both the cinema and the stage musical, and everything they had grown to encompass from Minnelli’s long-gone days of staging revues: “First you’re another/sloe-eyed vamp,/Then someone’s mother,/Then you’re camp,/Then you career from career to career” (Sondheim and Goldman 57-59). Sondheim was quick to emphasize that such pastiches and explorations were not meant to be parodic: “I was looking at the past with affection, respect and delight. In no way am I pointing out how silly the songs were because I don’t think they’re silly. What they are is innocent” (Ilson 189).



"Innocence" is played with in "Who's That Woman?," a seeming throw-away number that only peripherally relates to the main characters or the narrative proper, but which explodes the spacial and temporal dimensions of the stage, and becomes the show's single best visual/musical embodiment of its themes of aging, loss and the tricks of memory. Sometimes called the "mirror" number, it begins as a childish, embarrassed dance by the former Follies girls, gamely trying to remember the lyrics and dance steps (which, thirty years later, they couldn't pull off even if they remembered them). As the song goes, the dancers and singers gain confidence and start having fun-- and suddenly, the stage rises behind them, and their "ghost selves" appear, young and fit and in perfect rhythm, pounding the steps out in their tap shoes. The "actual" characters can't see them (they never can, although the ghosts can see them), but the audience can, and this particular "fun-house mirror" is far more devastating than that in The Band Wagon; like The Lady From Shaghai, this is a space of murder and betrayal, but it is memory that is both the killer and the victim.

The story and the "Who's That Woman?" number suggest how Sondheim, in Follies, wasn’t just imitating song styles: he was playing chess without a board, rewriting material as the book changed, moving songs from performer to performer (“Losing My Mind” was originally written for Alexis Smith, then shifted to Dorothy Collins towards the end of rehearsal), and substituting one song for another, all the while using the show to checkmate certain theatrical traditions.

If the songs were innocent in and of themselves, within Prince’s “rubble show,” they took on an allegorical meaning. Sondheim again: “Follies represented a state of mind of America between the two World Wars. Up until 1945 America was the good guy…now the dream has collapsed, everything has turned to rubble underfoot and that’s what the show is about” (Chapin 315). That's an oversimplifcation, but one which speaks to the period out of which Follies arose, the same one that spurred the neo-noirs (like Chinatown) that Greg mentions in his Schrader piece. It’s that collapsing state of genre and mind that drew in the aforementioned Resnais, who asked Sondheim to compose the music for his film, Stavisky, after seeing Follies:

I remembered in particular one scene in Follies that has always remained with me: a scene that begins in gaiety and high spirits, with John McMartin in white tuxedo and top hat singing and dancing, a scene full of joy and hope, when all of the sudden the music deteriorates, the lighting turns funereal, the girls collapse and dissolve, and he, McMartin, can no longer remember the words or music. It’s devastating, a scene I’ve never forgotten. The worm in the apple, death in the midst of light (Swayne 184).

(The score for Resnais' film, incidentally, is included on the second disc of Follies In Concert, a 1985 attempt to record the full score of the show (the original Broadway cast album had a truncated score). Some of Stavisky echoes Follies, and some of it sounds like sketches for Sondheim’s next show, A Little Night Music, but, without any lyrical accompaniment, much of the soundtrack sounds, oddly, less like “Stephen Sondheim” (or even Bernard Hermann) than Ennio Morricone).

This scene Resnais remembers is the climax of the “Loveland” sequence. For 90 minutes, the stage has been stark, a sea of black with pools of light illuminating the rubble; as the tensions of the reunion build and the resentments of thirty years come out, everyone slips into madness, and the stage transforms (through constumes, scrims, props and curtains) into a fantastic 30s Follies space, where the four principals act out their fears and desires through the form of the Follies. The look is 30s musical vaudeville, but the emotions are pure noir, a tension between form, content and audience expectation that builds across the sequence to a devastating finale. Phyllis does a brassy number called "Lucy and Jessie" in a sexy red dress, in a style that wouldn't have been out of place in Love Me Or Leave Me; Buddy sings a comedic slapstick number called "The God-Why-Don't-You-Love-Me Blues," about his infidelities and fears of being alone; Dorothy Collins, playing Buddy's wife Sally, sings "Losing My Mind"; and it all ends with Ben's "Live, Laugh, Love." If West Side Story brought a realism and violence to its dance numbers, its rumbles and dream ballets were still clearly in the Agnes DeMille/Rodgers and Hammerstein tradition established by Oklahoma’s “Laurie Makes Up Her Mind” or Carousel’s “You’ll Never Walk Alone.” The Follies “Loveland” sequence is something else: a phantasmagoria of light and dance and color that blurs the established line between “book” and “pastiche” numbers that earlier songs in the show had clearly defined. As Resnais’ comments above suggest, it’s a very Astaire-like number, at least at the start, one whose lyrical banalities (“Some like to be the champs/At saving postage stamps,/Me, I like to live/Me, I like to to laugh,/Me, I like to love”) seem like a parody of “moon/June” revue rhymes, until one realizes they are the very clichés that Ben uses to wall himself off from life. Ben’s memories and fantasies—what happened, and what never did—have completely collapsed and blurred into one another, a blurring Sondheim and Tunick capture musically by weaving quotations from earlier numbers and even other shows into the orchestrations.



It’s ironic, then, that various commentators have different memories of how John McMartin’s number played: Resnais recalls funereal lighting, girls collapsing and dissolving, while Ethan Mordden observes, “Most Follies buffs recall a kick line of robots at this point, but I remember a few of the dancers glaring at [McMartin’s character] Ben” (39).

Of course, Follies—the original, 1971, $800,000 production of Follies, with its dense intertextual resonance coming not only from Sondheim’s music, but Prince’s astute casting of the famous, sort-of-famous, and never-quite-made-it—exists only in memory and the archives, since no film was done of the original show (beyond the blurry bootleg clips in this post), as is more common today. Born almost exactly two years after Follies opened on April 4, 1971, I am forced to “reconstruct” the show through photographs, the published book by Goldman and Sondheim, written histories, critical analyses, and a much-maligned original cast album that butchered the score—truncating several numbers and dropping others outright—in order to fit it onto a single disc. Here is a question that feels relevant for this post (designed as part of a blogathon to raise funds for film preservation, designed to rescue those film that, per Benjamin's phrasing, are abandoned in the crowd)-- what would it be like to have the original Follies on VHS, then DVD, forever? If, as Barnes suggests (without perhaps really understanding what he's suggesting), Follies has a "cinematic logic" to it, how does that affect our ability to write about it, and remember it (or perform an act of 'memory' through its souvenirs)? Or is there something about the show, and its constant plays with theatricality and memory, that make being there an essential part of true understanding?

Follies opening scene: as music plays (in a phrase reminiscent of Walter Benjamin, the show’s book describes it “like thunder from a long time ago”) the curtain rises on a stage that’s nearly empty, save for one extremely tall Follies girl. She is one of the ghosts, and as the prologue music begins, she starts to glide slowly across the stage. We’re at a party, emotionally conflicted, caught between glamour and doom. As various waiters and other party personnel begin to join the Follies girl on the stage, other Follies ghosts—musicians and dancers and singers, “they are singing something jazzy, but moving in slow motion, mouths opening and closing soundlessly," the book tells us—join the original ghost on stage. No one notices them, but they see everything. Then Sally runs in, and the room changes. As she chatters nervously—“Oh Lord, don’t tell me I’m the first”—one of the Follies ghosts breaks away from the line to look at her, because she is Sally’s ghost, and this is what she will look like in 30 years. James Goldman's book continues, “And suddenly, the slow strange music swells, strikes an expectant chord, and cuts to bright, light-hearted pastiche tunes of the twenties and thirties as..."

The ambiguity of that ellipsis-- it's open-endedness, like a note or memory that refuses to resolve-- is one reason I’ve gone on with this description at some length; it gives a sense of poetics of the piece, how Goldman’s text intersects with Sondheim’s score and Prince and Bennett’s and Aronson's staging to create that sense of the time-space discontinuity that Resnais is so fascinated by, and to suggest how the show plays with, not just its characters’ memories, but the whole idea of memory itself, past and present offered simultaneously on a darkened stage. Another passage from Goldman’s book highlights the show’s indebtedness to filmic techniques for achieving this end:

Throughout, the show moves rather like a film. All of the scaffolding platforms move forward and back, so that at one moment the stage is huge and empty and the next, closed in and intimate. And since no portion of the set holds anything specific, the action flows and drifts through space and time. Scenes shift as easily as cuts on film, and the material is free to be now here, now there, or, on occasion, different places all at once.

MGM, in fact, optioned Follies for a film adaptation in 1972, but nothing ever came of it; by 1969, when Sondheim and Prince finally agreed to collaborate on the show, MGM was auctioning off its props and costumes, shutting down production on many of its sound stages, and much of its talent had long since departed (Freed himself would die in early 1973). Instead, the studio pursued a more self-reflective version of the nostalgia film, That’s Entertainment!, a compendium of great MGM musical clips that shows the 1973 Fred Astaire walking past the sleek deco train model that brought Tony Hunter to a studio-bound New York at The Band Wagon's start. The train had rusted by then, and Astaire noted in an interview that the carpet had frayed. According to Ted Chapin, Sondheim and Prince thought they could see the influence of Follies in the film: like those former showgirls walking around the rubble of their own dream factory, there's a fascinating tension in That's Entertainment! between a nostalgia for a lost past, and an acknowledgment that this past was built on tinsel, light and myth.

Sondheim, theater producer Andre Bishop, Ted Chapin and record producer Thomas Z. Shepherd attempted their own act of nostalgic reconstruction in 1985, when Shepard’s company, RCA Victor Red Seal, conspired to record the whole score as a live concert event, with Mandy Patinkin as Buddy, George Hearn as Ben, Barbara Cook as Sally and Lee Remick as Phyllis (with a variety of stage and revue stars—Carol Burnett, Elaine Stritch, and even Betty Comden and Adolph Green--performing the pastiche numbers). It wasn't the "original" Follies with that resonant 1971 cast; like a betrayal in a noir movie, that version had fallen victim to business differences between Harold Prince and CBS Records; angry about royalties on a different album, Prince took the album (over Sondheim's pleading) to Capitol Records, who cut the score in half and recorded it under less than optimal conditions. Shepherd-- who'd produced many of Sondheim's cast albums and had a deserved reputation as one of the best producers in the business-- seemed like the ideal figure for bringing that originary moment (or something like it) back and grabbing it for posterity.

Much of Follies In Concert--Stritch’s deadpan “Broadway Baby,” Burnett’s sly and suggestive “I’m Still Here,” and George Hearn’s towering performance throughout—is superb. Even Comden and Green show up in minor roles. But this version, too, fell victim to the Follies curse; aside from the way in which the new casting of the four principals loses the original’s important intertextual balance of stage and film stars, the larger problem is that a handful of numbers, such as “Bolero D’Amour,” still go missing, as does the interweaving of the pastiche numbers (“Broadway Baby,” “Rain on the Roof,” and “Ah, Paree!”) that gave that section’s ending such an intense kick in 1971 (a kick one can still feel by reading Goldman's published book). A tacked-on happy ending undercuts the pathos and impact of the show, and the entire production is shot through with an air of "finally!" triumphalism that's certainly understandable, but counter to the show's myth deconstruction. In fact, the whole concert format—with its truncated book, air of un-ironic nostalgia and the audience’s desire to show their adulation—is perhaps not the best method for performing Follies, the darkest and most ambivalent of modern musicals. In a further irony (one both frustrating and theoretically delicious) the accompanying CD booklet contains numerous printing errors—including out-of-order pages and whole sections of the liner notes accidentally deleted—that make even the remembrance of the restaging of a show about the difficulty of remembrance incomplete. It's like Robert Mitchum's line from Out of the Past--we want to see the show, but all we can see is the frame (of history, memory, desire for a show that can never be again).

But this noble failure fits both the Follies legends and anecdotes about the show-- that it is constantly rewriting itself, becoming again and again, just as its doomed characters wish to, but never quite achieving perfection--and the show's ambivalent message about the dangers of looking back. In its play of nostalgia and anti-nostalgia-- its remembrances of the past, and its absolute insistence (in both formal daring and narrative openness) on facing the future-- Follies honors a noir heritage and also works as an ideal text for thinking about artistic preservation. It seems Follies is to be the Arcades Project of contemporary musical theater, one whose very appeal lies in it being always slightly unfinished and out-of-reach.





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