Mike’s Top Ten of 1938

1938 is the first year where Technicolor really burst off the screen. The first all-color film was in 1935. And for the next two years, Hollywood was still getting used to telling stories with a full palette. There’s a whole interesting lesson to be told about how it all worked, but the quick version is — for a while they felt that people might get overwhelmed if they put too much color out there, so they muted themselves for the first couple of years. You see a lot of the movies of 1936 and 1937, and all the colors are very subdued and made to look utterly realistic, to the point of falling into the background in a lot of cases.

But you get to 1938, and Hollywood just let loose. The color bursts out on the screen the way it was intended to. The colors are vibrant and pop off the screen in ways they never really would again. (Unless of course you were Michael Powell and Emeric Pressburger.) It’s a fun time. First they mute them, then they go all out, and then everything settles down into a balanced norm.

The other great thing about 1938 is that this is the era where the screwball comedy is firmly entrenched and they’re just churning them out. So there’s a bunch of great ones all over the late 30s. This year has what might be the greatest one ever made.

Mike’s Top Ten of 1938

The Adventures of Robin Hood


Angels with Dirty Faces

Bluebeard’s Eighth Wife

Bringing Up Baby


Marie Antoinette


Vivacious Lady

You Can’t Take It With You

11-20: The Amazing Dr. Clitterhouse, Boy Meets Girl, Carefree, Of Human Hearts, A Slight Case of Murder, Test Pilot, Too Hot to Handle, White Banners, You and Me, The Young in Heart

Tier two: Alexander Nevsky, Alexander’s Ragtime Band, The Beachcomber, Boys Town, The Citadel, Fools for Scandal, Four Daughters, Four Men and a Prayer, Four’s a Crowd, If I Were King, Jezebel, The Lady Vanishes, The Mad Miss Manton, Merrily We Live, Racket Busters, Rebecca of Sunnybrook Farm, Sidewalks of London, Souls at Sea, Three Comrades, Three on a Weekend

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1. The Adventures of Robin Hood

“Why, you speak treason!”

This is cinema at its purest.

Everyone knows the Robin Hood story. Even if you haven’t seen this movie before, you know nearly every beat to this story. And that’s what makes it so great. Because when there’s a story everyone knows that’s still done so wonderfully that it keeps you excited and engaged, that’s a special film.

This is Errol Flynn’s signature performance, and this film is so joyously exuberant with its use of color and costumes that it’s hard not to love it. The film is still stunning even today, and there are few more exciting action scenes than the sword fight at the end of this movie.

2. Bringing Up Baby

“Now it isn’t that I don’t like you, Susan, because, after all, in moments of quiet, I’m strangely drawn toward you, but – well, there haven’t been any quiet moments.”

To me, this is THE quintessential screwball comedy. Nothing consistently makes me laugh as much or as hard as this movie. Others come close, but this is the one.

Casting Cary Grant as a mild-mannered paleontologist is a genius move. Because he gets to still be funny while also playing opposite Hepburn, who really gets to be the crazy one. She’s your classic screwball heroine — who is also perhaps the archetype for the Manic Pixie Dream Girl. The opening sequence where she terrorizes Cary Grant on the golf course (and in the clubhouse) is still hilarious. And then the movie introduces a leopard, which only makes it better. (And Asta!)

The way this movie brings it all together in the third act is absolutely genius. There are few funnier films ever made.

3. You Can’t Take It With You

“Maybe it’d stop you trying to be so desperate about making more money than you can ever use? You can’t take it with you, Mr. Kirby. So what good is it? As near as I can see, the only thing you can take with you is the love of your friends.”

This isn’t as beloved as, say, It’s a Wonderful Life or Mr. Smith Goes to Washington, but it is just as affecting. It has all the classic Capra hallmarks and ends with a nice message of, “It sure is nice to have friends.” Though no one almost kills themselves in this one. Which I guess is nice?

Edward Arnold is a banker who wants to buy out a neighborhood around a competitor’s business to drive him out. So he goes around, offering everyone an obscene amount of money to sell to him. Though there’s one holdout — Lionel Barrymore. He is the patriarch of this kooky family of artists and inventors, who all have a safe haven under his roof to be who they want to be and do what they want to do. This is a problem for Arnold, who is trying to do whatever he can to make him sell. Things get even more complicated when he finds out his son (Jimmy Stewart), is engaged to Barrymore’s daughter (Jean Arthur).

It’s very funny and has a really touching end to it. The other great thing about Capra movies is that he had his usual stable of actors that all recurred in most of his films (and just about any movie from the 30s, really), and they give the whole thing this familial atmosphere that really works.

4. Pygmalion

“I washed me face and hands before I come, I did.”

One of the greatest plays ever written. George Bernard Shaw was a genius and this play is hilariously funny even now.

They turned it into two very memorable films, the second and more well known is My Fair Lady. Well, technically they turned it into a stage play which then became that movie, but whatever. Chain rule. (Fuck yeah, Math!)

Everyone knows the story — it’s been told dozens of times in various forms — Professor Henry Higgins makes a bet that says he can turn poor flower girl Eliza Doolittle into a proper woman.

Here, it’s Leslie Howard and Wendy Hiller. They’re both great. Howard in particular seems born to have played this part. The film is also basically line for line the play (and earned Shaw an Oscar for Best Screenplay. Which, after a Nobel Prize, I bet is quite something), so you get the joy of experiencing the masterclass of writing it is.

5. Bluebeard’s Eighth Wife

“I wish someone would tell you what I really think of you.”

An Ernst Lubitsch screwball comedy written by Billy Wilder and starring Claudette Colbert and Gary Cooper.

Are you sold yet?

The opening scene when they meet is one of the best I’ve ever seen — he’s in a store and asks for a bunch of pajamas. Back then, they came as a set, shirt and pants. But he only wants the tops. The clerk is having none of it and insists on selling him the entire set, which he doesn’t want. Enter Claudette Colbert, who says she’ll take the bottoms.

The rest of the film is them falling in love and getting engaged, only for her to find out he’s had seven previous wives. He’s signed a pre-nup with all of them for a set amount of money upon a divorce (he’s a millionaire. Colbert is not), and really only marries them just to sleep with them. Colbert’s like, “Fuck that. I’m not selling myself for that little amount of money,” and negotiates a much higher amount. Then, after they marry, she proceeds to make his life such hell that he really has no choice but to stay married to her. It’s hilarious.

There’s another hysterical scene in this movie where Cooper is reading “The Taming of the Shrew” and walks right up the hallway, determined to show Colbert a thing or to. He walks right into her room and slaps her across the face. Thinking “there… I’ve asserted my dominance.” She promptly slaps him right back. And rather than respond, he turns around, walks back up the hallway and into his room and picks up the book again as if to say, “What did I do wrong?”

This movie is hysterical. To not watch this is to spit in the face of comedy.

6. Angels with Dirty Faces

“Let’s go and say a prayer for a boy who couldn’t run as fast as I could.”

I know what you’re thinking. No, this is not the movie that Kevin watches in Home Alone.

That was Angels with Filthy Souls.

Unfortunately, they did not make a sequel to this movie called Angels with Dirtier Souls.

It’s your classic gangster set up — two friends, one grows up a criminal and the other, a priest. Cagney grows up the criminal. Because that’s the fun one. Pat O’Brien is the priest. Cagney goes to jail after his crooked lawyer (Bogie) has him take the rap for a job, promising to give him the money when he’s released. Well, he gets released and on his way out, he comes to his old neighborhood and hangs around a group of kids (played by the Dead End kids) who idolize him. O’Brien shows up and tells him he shouldn’t be an influence on them, because they’ll all turn out like he did. And there’s a bit of a struggle there, ideologically, and also complications ensue when Bogart hadn’t planned on actually giving Cagney the money.

The way this movie ends is fantastic. They leave it really ambiguous so you could read into it however you want.

7. Vivacious Lady

“I’m going to give you a piece of my mind…”
“Oh, I couldn’t take the last piece!”

Our third screwball comedy in the top ten. This was the year for them, I suppose.

This one is Jimmy Stewart and Ginger Rogers, directed by George Stevens.

He’s a professor, she’s a singer. After one day, they marry. They return home to his overbearing family and he tries to find a way to tell him that he and Ginger are married. She stays at a nearby hotel as he tries to break the news to his family of academics. Every time he tries, naturally something or other happens. This also happens every time he and Ginger try to consummate the marriage as well.

You can never go wrong with a screwball comedy, especially one with great actors and a director who knows how to make a great film. This one’s the total package.

8. Holiday

“You’ve got no faith in Johnny, have you, Julia? His little dream may fall flat, you think. Well, so it may, what if it should? There’ll be another. Oh, I’ve got all the faith in the world in Johnny. Whatever he does is all right with me. If he wants to dream for a while, he can dream for a while, and if he wants to come back and sell peanuts, oh, how I’ll believe in those peanuts!”

I love this. This is makes a beautiful pair with Bringing Up Baby. It’s not really a comedy nor is it a drama. It’s a romance, but it sort of fits in a nice groove between genres.

Cary Grant is a dude who grew up poor and made himself a bunch of money. Though he’s worked so hard for so long, he wants to go away for a while and figure out what he really wants, which of course seems weird to everyone else, who thinks he’s crazy. His fiancée throws a giant engagement party on New Year’s Eve, which is not really Grant’s style, and it angers her sister, Katharine Hepburn, who wanted to throw a party for her and wasn’t allowed to. During the party, Grant ends up in the attic of sorts with Hepburn, and a smaller group of friends — the kind of party she was intending to throw. And they all hang out there, as a sort of Breakfast Club, for a while, during which he starts to actually fall for Hepburn, finding her much closer to his sensibilities than his fiancée, who he doesn’t really know as well as he thought he did.

This movie is so wonderful. They made it in 1930, but this version is the best one. George Cukor gets the most out of it, and Grant and Hepburn are a wonderful screen pair.

9. Marie Antoinette

“I must let you go. Goodbye.”
“Good night. Or, if you wish good morning. I shall never say goodbye.”

I just really like this story. I can’t explain it. I love the Sofia Coppola version, and I love this version.

This is a big budget 30s costume drama, similar to the other MGM ones of the late 30s. Norma Shearer is Marie, Robert Morley is Louis XVI. John Barrymore’s in there, Tyrone Power. If you’ve seen the Coppola version, this is pretty much just the 30s version of that. (Much less hipster bait.) It’s just one of those films I like a lot.

10. Algiers

“I’m sorry, Pepe. He thought you were going to escape.”
“And so I have, my friend.”

Crime film. Charles Boyer as Pepe le Moko, hiding in the slums of (insert title here). It’s cool because you get him as the criminal hiding out from the cops, who are trying to corner him in and capture him, and you get a romance between him and Hedy Lamarr on top of all the various criminal shit as well.

– – – – – – – – – –


The Amazing Dr. Clitterhouse — What an awesome movie this is. Edward G. Robinson is a nebbish professor who is trying to research the criminal mind. And what better what to do that than to become a criminal himself? Purely for academic purposes, of course. It’s awesome. He joins a gang, commits a bunch of robberies, then tries to get out. But of course they find out his real identity and make that difficult. The ending of this is particularly great.

Boy Meets Girl — Screwball comedy with James Cagney and Pat O’Brien as screenwriters. They need a script for the studio’s big actor. They got nothing. While in a “pitch” with their boss, a waitress bringing food faints in the office. Turns out, she’s pregnant. They improvise, on the spot, an idea about the actor and a baby. That baby. And it just gets more insane from there. It’s absolutely bananas and so much fun. A baby gets fired in this movie.

Carefree — Fred and Ginger again. Definitely one of their weaker plots. Also their shortest film. He’s a psychiatrist who takes her on as a patient when her fiancée can’t understand why she won’t agree to marry him. Naturally, she falls for Fred instead. Solid, as anything with the two of them is, but not quite the ones that came before it.

Of Human Hearts — A drama that I was not expecting to be very good that was. Jimmy Stewart and Walter Huston, which is just a wonderful pairing. Walter Huston is a kind preacher, and Jimmy Stewart is his son. He wants to be a doctor, and has a contentious relationship with his father, mainly due to his own ego. It’s one of the great dramas that no one knows about, with great performances by Huston and Stewart. And Beulah Bondi, who got nominated for it. Definitely one of the hidden gems of the decade.

A Slight Case of Murder — Edward G. Robinson is a former bootlegger who goes straight after Prohibition ends. But he can’t make ends meet in the legitimate business world. His brewery is failing miserably. As the debts pile up and his business fails, everything seems to start going wrong for him at once… he takes in an orphan, four dead guys show up at his summer house, and his daughter just got engaged… to a cop. (It’s a comedy, in case you couldn’t tell.)

Test Pilot — Clark Gable, Spencer Tracy, Myrna Loy, Lionel Barrymore. Gable’s a (insert title here). He’s married to Myrna, and she and Tracy try to keep him safe, even though he’s got a bit of a daredevil streak in him. He keeps flying these experimental planes that are really dangerous, and she tries to get him to stop and settle down and raise a family. It doesn’t sound like a whole lot, but it’s actually a real good film. Nominated for Best Picture, even.

Too Hot to Handle — Romantic comedy with Clark Gable and Myrna Loy. And Walter Pidgeon, if you needed anything more. Gable is an unscrupulous reporter and Myrna is his pilot friend. He keeps lying to her to cover all his initial lies, and she and he end up in the jungle to search for her missing brother. It’s really funny.

White Banners — Love this movie. I’m surprised this wasn’t remade later. It’s by the same guy who wrote Magnificent Obsession, too. Fay Bainter is a homeless woman who becomes a cook for Claude Rains, a science teacher. He’s an inventor, who yearns to create something that will give them financial stability. (It’s rare to see struggling middle-class people in 30s movies.) Much of the film has to do with Rains and his relationship with a teenage neighbor, who is a budding scientist who idolizes Rains. Together, they begin creating an invention sure to be a success. Of further dramatic interest is that Fay Bainter is secretly the boy’s mother, who gave him up so he could have a nice life, and took the job with Rains so she could see how he’s doing. It’s so good. Any one of the storylines in this is good enough to have had an entire film. But together, they work. I’m a big fan of this one.

You and Me — This is a movie that defies genre. It’s listed as a crime noir, but it’s not. I remember when I watched it for the first time. I thought this would be a particular kind of movie. But it defies all expectations. Every time I thought I knew where it was going, it didn’t. It’s Fritz Lang for starters, starring Sylvia Sidney and George Raft. And there’s a bit of German Expressionism in there, for the hell of it. They’re both ex-cons working at a department store who makes it a point to hire ex-cons. And you can expect where you think it’s gonna go, but trust me — it doesn’t go there. There’s a flashback sequence here that I won’t give away, but — wow. It actually defies expectations. Also, the climax of this movie is a math lesson! This is one of the most unique movies you’ll ever see. A gem.

The Young in Heart — This is interesting. It’s about a family of con artists who meet a kind old woman and ingratiate themselves into her life in order to swindle her out of her money. But they soon start to feel bad about what they’re doing and even start to become better people simply by knowing this woman. Janet Gaynor, Douglas Fairbanks Jr., Paulette Goddard, Roland Young and Billie Burke.

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Tier two:

  • Alexander Nevsky
  • Alexander’s Ragtime Band
  • The Beachcomber
  • Boys Town
  • The Citadel
  • Fools for Scandal
  • Four Daughters
  • Four Men and a Prayer
  • Four’s a Crowd
  • If I Were King
  • Jezebel
  • The Lady Vanishes
  • The Mad Miss Manton
  • Merrily We Live
  • Racket Busters
  • Rebecca of Sunnybrook Farm
  • Sidewalks of London
  • Souls at Sea
  • Three Comrades
  • Three on a Weekend

Alexander Nevsky is a Sergei Eisenstein film (the guy who did Potemkin, in case it didn’t ring a bell). Also scored by Sergei Prokofiev (he did Peter and the Wolf). The Beachcomber is a great hidden gem, with Charles Laughton as an aimless, drunken beach bum. Boys Town is based on the priest Father Flanagan who made a home for boys who are in trouble of growing up to become criminals. Spencer Tracy won his second Oscar for it and it’s one of the early Mickey Rooney films. The Citadel is a solid film about Robert Donat as a doctor with high ideals who eventually loses sight of them and starts treating rich hypochondriacs. Four Daughters is a film starring the Lane sisters as the daughters of Claude Rains. A lot of singing, and it’s also the film that made John Garfield a star.

Four Men and a Prayer is fun John Ford adventure about brothers who come together to avenge their father, who is framed for a crime and then murdered. Great work here by George Sanders and David Niven. Four’s a Crowd is a romantic comedy directed by Michael Curtiz, starring Errol Flynn, Olivia de Havilland and Rosalind Russell. That’s pretty much all you need. If I Were King is about a poor poet who constantly says how much better he’d do (insert title here). The king, who overhears this while trying to ferret out a traitor, eventually takes him in and gives him a high-ranking position (though he secretly is gonna kill him in a week for all his talk). Basil Rathbone is incredible as the king. Sidewalks of London is a really solid film with Vivien Leigh and Charles Laughton as street buskers. A real underrated film.

Racket Busters is a film about truck drivers. And it’s a sub-genre I really seem to enjoy, between this, They Drive by Night, Thieves Highway, Hell Drivers, and even Wages of Fear and Sorcerer. Bogart is a racketeer who forces drivers to work for him in order to control the produce market. He attacks and bullies all those who stand up to him. He forces one of the few holdouts to work for him after he catches him stealing from him. It’s one of those proto-noirs that’s a really solid watch. Fools for Scandal is a Carole Lombard screwball comedy, which is always a good idea. Souls at Sea is a really solid Gary Cooper/George Raft drama about guys trying to end the slave trade on the high seas.

Jezebel is a Bette Davis melodrama, about a woman whose stubborn and headstrong ways lead to her fiancé (Henry Fonda) breaking off their engagement. He returns a year later, with a new wife in tow, just as a deadly epidemic is breaking out. It’s solid and won her a second Oscar. The Mad Miss Manton is a screwball with Barbara Stanwyck as a rich woman who comes across a dead body and has to prove to everyone she’s telling the truth after it disappears from where she found it. Rebecca of Sunnybrook Farm is another Shirley Temple. She’s an orphan who auditions to be on a radio show, despite her aunt forbidding her to be involved with show business. But of course everyone around her secretly works to allow her to do it anyway.

Alexander’s Ragtime Band is a fun little musical about a classically trained musician who would rather make ragtime music instead. The Lady Vanishes is Hitchcock. A woman discovers another passenger on a train has disappeared mid-trip. Merrily We Live is a comedy about a ditzy rich woman who keeps hiring convicts and hobos as butlers and wondering why all the silverware goes missing. Her newest hire is a homeless guy who starts to fall for her daughter. Three on a Weekend is a Carol Reed film that takes place entirely over a holiday weekend and is one of those interweaving narrative films with multiple storylines. Three Comrades is Frank Borzage, based on an Erich Maria Remarque novel and a screenplay co-written by F. Scott Fitzgerald (!). It’s about two friends (Robert Taylor and Franchot Tone) who both fall in love with the same woman (Margaret Sullavan), who is dying of tuberculosis.

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