Side Show

A Not-So-Musical Musical

Films in Focus

By Ed Garea

Side Show (WB, 1931) – Director: Roy Del Ruth. Writers: William K. Wells (story), Kenyon Nicholson (play The Barker). Arthur Caesar and Ray Enright (s/p). Stars: Winnie Lightner, Charles Butterworth, Evalyn Knapp, Donald Cook, Guy Kibbee, Matthew Betz, Fred Kelsey, Vince Barnett, Tom Ricketts, Lucille Ward, & Edward Morgan. B&W, 66 minutes.

When sound was ushered in, it brought a new form of film entertainment – musicals. Hitherto, the only music in film was provided by an organ or piano played in the theater. Now, due to the magic of sound, pictures could not only talk, but could sing. 

The rush was on. Musicals came forth like Model-Ts off an assembly line, well-received by folks tickled by the novelty. But after a couple of years the novelty had worn off. Customers, overfed on the musical form, reacted like a child who had eaten way too many candy bars. Musicals were no longer bringing in the crowds, which caused Hollywood to cut down. Films already completed had their musical numbers greatly reduced or omitted altogether, while those in production found musical numbers treated in the same manner.

One of the victims of this aesthetic paring was Side Show, a 1931 Warner Bros. musical starring Winnie Lightner and Charles Butterworth. The cuts, made in post-production, were disappointing to the gangly Lightner, since the film was made to showcase her musical and comedic talents, honed during years in vaudeville and on Broadway. The film was directed in a high-handed manner by Roy Del Ruth, who made his reputation churning out two-reel comedies for Mack Sennett. A film set in a circus was perfect for him. Side Show was loosely based on Kenyon Nicholson’s 1927 Broadway play, The Barker, by William K. Wells, with a screenplay from Arthur Caesar and Ray Enright. It had first been made as a movie in 1928 by Warner’s (under their First National Pictures banner) starring Dorothy Mackaill, Milton Sills, Betty Compson, and Douglas Fairbanks, Jr. It would be remade by Fox in 1933 as Hoop-La with Clara Bow, and Diamond Horseshoe by Fox in 1945 with Betty Grable and Phil Silvers. Interestingly, it was also remade in a fashion by Japanese director Yasujiro Ozu as A Story of Floating Weeds in 1934 and Floating Weeds in 1959.

Lightner plays Pat, a jack-of-all-trades who keeps things running smoothly at the circus of the alcoholic and perpetually broke Colonel Gowdy (Kibbee). Frequently pressed into emergency service when disgruntled and unpaid workers quit, she sings, dances, and clowns, at one point doing a high dive through a ring of fire into a shallow pool of water when “The Great Santini” (Barnett) walks out right before a performance.

There’s one thing that keeps Pat going and that is her love for carnival barker Joe Palmer (Cook), a ne’er-do-well. However, Joe, who is always promising to marry her, is not as taken with her; in fact, the only thing he takes is money to support his gambling habit.

Added to all this is philosophical clown Sidney (Butterworth) who is as crazy about Pat as she is about Joe. However, Pat gives him the same treatment that Joe gives her. Personal trouble for Pat arrives when younger sister Irene (Knapp), who Pat has been putting through school, shows up during summer vacation, leaving both boyfriend Jimmy (Morgan) and Aunt Sarah (Ward) behind. She wants to stay with her sister and work in the circus, an idea Pat flatly rejects. With Irene around, Pat tells Joe they have to hide their relationship while she finds a way to send Irene back to school after summer is over. But while Pat is called away on an emergency errand, Irene asks Colonel Gowdy if she can stay. Gowdy agrees, and when Pat returns, his endorsement is enough to make her relent.

Irene works as a hootchie-kootchie dancer with Joe as the barker. What begins between the two as a joking relationship soon turns to love after Pat, planning a surprise birthday party for Joe, sends Irene out to keep him busy while she readies the party. Irene declares her love to Joe, who feels the same way. Pat, meanwhile, knows nothing of this.

Things come to a head when an obnoxious customer gets fresh with Irene as she’s doing her dance while Joe shills for the show. When Irene complains, Joe starts a fight with the local, with things escalating into a near riot. Pat, who is performing in blackface as a cannibal from Borneo, spies the tumult and runs around the carnival sounding the alarm, “Hey Rube!” as the carny workers come to the rescue of Joe and Irene.

After things quiet down, Joe and Irene tell Pat about their love. Pat’s reaction is to fire Joe and send Irene home. Meanwhile, Irene learns about Pat and Joe, and Irene accuses her sister of wanting to send her home to get her out of the way. At the end of her rope, Pat informs the Colonel that she’s quitting the circus, despite Sidney’s entreaties to stay. But before long, Joe, with Irene, Jimmy and Aunt Sarah in tow, finds her. Joe tells Pat it’s really her who he loves and proposes. Irene tells Pat that she loves her hometown beau, Jimmy. Pat eagerly accepts Joe’s proposal, and, as the film ends, we see Pat rushing off to prevent the bearded lady from cutting off her beard.. 

Perhaps because of the number of cuts, Side Show is less than the sum of its parts, becoming a series of sketches. It’s Lightner’s show and she makes the best of it, displaying her ability for physical comedy, though all her songs are cut except for “What Do You Think of Me Now?” (which she sings beautifully). Lightner was a deft physical comic, talented enough to steal the 1931 Joe E. Brown vehicle Sit Tight as well as star in some of the less strenuous show-biz comedies churned out by Warner Bros. But the studio didn’t appreciate or value actresses as much as their male counterparts, no matter how talented. With Lightner’s obvious talents, she would have done quite well working with someone like Patsy Kelly or Thelma Todd over at Hal Roach’s studio. Shortly after starring with Jack Holt and Mona Barrie in the 1934 romantic comedy I’ll Fix It, she left the movies to marry director Del Ruth, a marriage that lasted until his death in 1961.

Charles Butterworth, though left without much to do, somehow manages to sparkle as the lovesick Sidney. His droll quips and asides, taken from years on the Broadway stage, lighten up things and almost make us forget the absence of solid plot. Butterworth always struck me as a combination of a less prissy Edward Everett Horton with a more alert Stan Laurel. A graduate of Notre Dame Law School, he turned down the bar for a career as a journalist, from which he jumped to the stage. Butterworth died in a one-car accident in 1946. There were rumors that he crashed his car deliberately because of his sorrow over the death of close friend Robert Benchley. At the time, he was engaged to actress Natalie Schaefer, who gained fame in the ‘60s as Mrs. Thurston “Lovey” Howell III on Gilligan’s Island. A few years later, animator Jay Ward enshrined Butterworth in the annals of pop culture when he used the actor as the model of Cap’n Crunch in commercials for the cereal.

Donald Cook is fine as Joe, careful not to overdo it. Knapp, who broke into the movies in 1929 as Helen Knapp, also gives a fine performance. However, after this, she was shelled into programmers and B’s for Columbia and Poverty Row studios. Married to a doctor, she retired from films in 1943 after an uncredited role in the Lum & Abner B-comedy, Two Weeks to Live, for RKO. And Guy Kibbee is perfect in the role no one else could play: that of Guy Kibbee. 

Roy Del Ruth provides nice atmosphere, capturing the sights and behind the scenes antics of the carnival. His handling of the high dive and his scenes filming from a Ferris wheel as it swings down to show the actors on the sideshow stage add to our enjoyment.

As mentioned earlier, the film was originally intended for release in the United States in early 1931, but the change in moviegoer tastes caused it to be held up for editing, and it was finally released in September of that year after the removal of all the music except for Lightner’s "What Do You Think of Me Now?” It was released outside the U.S. as a full musical comedy, as audiences abroad weren’t tired of that format. Unfortunately, the only copies that survive are the ones edited in the U.S. It would be most entertaining to see the original version. Certainly it was longer.