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  • A heavily Italian-accented William Powell (!) steals his pal Hal Skelly's girl (Fay Wray) and his vaudeville act! Powell cheats on wife Wray only to be seduced by racy man-eater actress Kay Francis. Kay proves to be out for only money and her association with the famous "Gardoni" (Powell). Kay entices with her dark manish hair-do, low necklines and multiple strands of pearls. In her key break-up scene with Powell she denies nothing and simply says, "I've been honest" -- Powell has to concede and rewards her with a new ring for her already heavily bejeweled hands. Powell's high-strung performance is eloquent -- his range has variety and impresses. Francis is confident, engaging and comes across as, "Well, here I am. I do what I do and if you can't handle it . . .too bad." Hard-to-find gem.
  • You might not believe it, but in this, William Powell is convincing as an Italian, and not just with an accent. He actually speaks a lot of Italian as well. It was a real shock. No ham acting, real acting. He plays an unscrupulous, self-pitying egotist named Gardoni who has failed on the vaudeville stage. On the verge of suicide, not having eaten for four days, he is saved by good guy Hal Skelly, a remarkably effective and likable actor who died four years later in a freak crash when a train hit the car he was travelling in, and he was only 43. That is why he is so little known, as he made few films. Powell repays Skelly's generosity by stealing part of his stage act and running off with it. When they meet up later, and Skelly forgives him, Powell repays that generosity by stealing his gal and marrying her within a day, then keeping Skelly on as a secondary stage partner. The gal is Fay Wray, four years before 'King Kong', sprightly lass that she was. She puts a lot of oomph into the part. The film is very good, solid and well made. Skelly had once been in a circus, and really knew how to ride bicycles in circles on a stage and stand them on end, as he does in the film. There is good support from the other actors. This film works.
  • Warning: Spoilers
    Out of the four headliners in "Behind the Make-Up", Hal Skelly was probably thought, at the time, to be the best bet for stardom. He had found fame on Broadway in "Burlesque" and reprised his role of "Skid" Johnson for "The Dance of Life" - one of the most successful of the early movie musicals. Although several of his parts called for him to play characters on the skids, others, like "Woman Trap", showed how versatile he was. Paramount knew they had a winner in sultry Kay Francis and this was the first of 10 movies she made in 1930.

    With a similar background to "The Dance of Life", Hal Skelly, again plays a vaudeville clown, Hap, who is always waiting for the big break - that never comes. He finds a down and out performer, another clown, Gardoni (William Powell, with a convincing Italian accent) with big ideas about a "class" act. He thinks Hap's act is too low brow and feels that he can give the act polish. The public don't want class and the act is a failure. Gardoni, who is proving to be the villain of the movie, skips out on the act, leaving Hap to find a job as a dishwasher at Marie's cafe (Fay Wray looks like a gypsy). He and Marie go to a show - Gardoni is one of the acts and is a success (he has stolen a lot of Hap's material) and he then proceeds to steal Hap's girl.

    Two years later Hap and Gardoni are on Broadway as a double act (Marie is now Gardoni's wife). True to form he spends his time putting Hap down for not having enough class and cheating on Marie (with a very beautiful Kay Francis as Kitty, with whom Gardoni has amassed $20,000 worth of gambling debts). When Kitty treats him the way he treats everyone else (Gardoni has true feelings for Kitty) he exits the movie and paves the way for a reconciliation between Marie and Hap.

    It is not a great movie - a behind the scenes story of vaudeville. Powell is an opportunist from the start, but Skelly just puts up with it - Wray marries Powell after knowing him one night and is blind to his cheating and Kay Francis just left you wanting more of her. William Powell began his screen career as a villain with a small part in "Sherlock Holmes" (1922) - throughout the twenties he didn't often play sympathetic roles but after "Behind the Make-Up" that changed. Who would have thought that 10 years later, he alone of the four stars would still be a Star!!!

  • Warning: Spoilers
    William Powell got his first name-above-the title as an oily, dirty rotten scoundrel in this behind the scenes vaudeville tale. Powell plays a slick Italian performer named Gardoni who, when down on his luck, is befriended by a trick cycle-riding clown, Hap Brown (Broadway star Hal Skelly in one of his few film roles.) Powell repays Skelly's kindness by absconding with his ideas for an act and later his girlfriend (Fay Wray) who he marries. Of course, the cad soon cheats on the Mrs. with the vampish Kay Francis. When Powell's sins finally catch up with him, he kills himself. Pal 'til the end Skelly covers for him to Wray and she finally sees Hap for the kind person he is. I prefer my Powell to be a good guy, but I found this pre-coder to be interesting and worth my time. According to the New York Times review, Dorothy Arzner co-directed the film. Screened at Cinefest in Syracuse New York in March, 2004.
  • kitchent18 January 2013
    Sometimes you run across an old movie that really makes you stand up and take notice that there were some truly GREAT movies made in the 1930's. This is NOT one of those times.

    In my unhealthy quest to see every available Fay Wray film (what a dish!), I picked this one up somewhere and was really disappointed in it. I won't go into the plot as others have explained that, but suffice to say William Powell steals the show as an Italian vaudeville performer. I know he is supposed to be the bad guy, but being William Powell, you know, the Thin Man, it's hard not to like the guy. The supposed good guy is so bland as to be unwatchable and the direction in this film is pretty bad. I'll give some leeway as this was done in 1930 and sound was still pretty new. But overall, this film just plods along with very little propelling it forward.

    More to the point, Fay Wray looks horrible in the beginning of the film with a hair style that looks straight out of a 1990's revival of the Broadway show "Hair". She gets it together after hooking up with William Powell, though, and looks her delicious self the rest of the film. However, she has very few close ups and one of those is ruined by a stray shadow across her face. Sigh.....

    Overall, I can't recommend this to anyone but die hard fans like me. I'm glad I saw it, but won't watch it again. I'd rather watch "The Most Dangerous Game" for the 100th time.
  • Warning: Spoilers
    Dated but memorable on several fronts, this shows the downfall of several characters: one through being used, the other by being the user. Down on his luck entertainer William Powell covets everything that a struggling dancing clown Hal Skelly is trying to succeed at and gain for his chance at happiness. And after he gets what he wants, he doesn't seem to want it anymore. Yes, William Powell is a snake here, a hissable villain with Skelly his targeted patsy. Powell basically steals his career, becoming headliner while Skelly remains in the background as his stooge. Then, Powell announces that he's married to the girl that Skelly loves, the lovely Fay Wray. But along comes vampy Kay Francis, opening the door to infidelity and misery for Wray who continues to love him, knowing that he's a jerk.

    The credits promote Skelly as the lead, and indeed, he is excellent, only forgotten because of a tragic death at an early age. Powell is beyond despicable here, but slowly moved to playing heroes, although some of them were flawed and somewhat egocentric. Powell's cockiness will be his character's downfall, making him fun to hiss. Wray and Francis are simple window dressing, with Kay's manish haircut indicating her amoral demeanor. As she starred in a series of films with Powell, the ones made at Paramount aren't as memorable as the two they did at Warner Brothers.

    Being early sound, this does creak along, and at times, Powell's accent just seems silly. There's a montage of musical sequences that make me wonder if at one point, there might have been a production number which got cut due to the apathy against early screen musicals. But as a comment on the evils of ego and the sin of betrayal, it remains a fascinating document of moral ambiguity.
  • Warning: Spoilers
    This is film #45 on my William Powell"s ( Gardoni) films I have seen list. The problem is Powell is the only one worth watching in the movie. It is about failed vaudeville clown Hap Brown ( Hal Skelly) who.befriends Italian Gardoni ( with a better then you might think Italian accent),.who wnds up.stealing.his act and marries his girl Marie ( Fay Wray), and becomes successful at the act.. Both Hap and Marie are pathetic characters. Hap because not only did he let Gardoni steal is act ( and girl), he is aware that Gardoni is a cheat who fools around on Marie with Kitty ( Kay Francis ( an actress I never liked)),.who has a gambling problem and owes $20,000. Marie who looks ugly at the beginning of the movie ( something hard to do with Fay Wray), is in denial about the kind of character her husband is, not to mention how decent Hap is. Spoilers ahead: At the end of the movie Gardoni commits suicide ( not shown on screen), and only by the events of that act, and Hap lying and saying he owed the $20,000 so Marie will not be hurt, are Hap and Marie able to get together. In the final scene, Hap is doing is his act and is successful, and Marie is in the audience. What caused Hap to be unsuccessful in the beginning, was not his act, but was a lack of self confidence, and that was something that Gardoni had plenty of. Because of the events involving Gardoni ( including Hap not taking the easy way out and killing himself like Gardoni did), he learned to gain that self confidence (At the end, he was actually called on titles "A Man" when earlier he was called "A Failure"), and ends up.successful and with Marie. I give this movie 3 stars: All for Powell and the good job he did with the Italian accent. For Fay Wray fans ( and I am one) there are a lot better options ( and not just King Kong).
  • AAdaSC8 August 2009
    Hap (Hal Skelly) befriends an Italian performer, Gardoni (William Powell), after he finds him on the street. They are both unsuccessful vaudeville entertainers and decide to team up on stage. They flop and Gardoni disappears while Hap finds love with Marie (Fay Wray). Hap takes Marie to see a show where he discovers that Gardoni has stolen his act. Not only that, but he also steals his girl. Gardoni and Marie marry and Gardoni offers Hap a part in his show. Gardoni is successful until he gets involved with Kitty (Kay Francis)...........

    The film is a dud. Hal Skelly is wooden and far too over-enthusiastic about everything so that he comes across as retarded. His willingness to go that extra mile for a stranger is ludicrous as is his obsession with the word "hokum". As for William Powell, although his Italian accent is passable, his dialogue is ridiculous at times - clearly scripted by an American, as words like "whimsy" and "pathos" do not flow naturally in conversation, especially when speaking a foreign language. Kay Francis isn't on the screen for long enough - I thought that she was the best of the cast. The story is set in the world of that ghastly creation - the clown - and it's not very good.
  • Warning: Spoilers
    Hal Skelly (Hap Brown), William Powell (Gordoni), Fay Wray (Marie), Kay Francis (costumed by Travis Banton) (Kitty Parker), E.H. Calvert (Dawson), Paul Lukas (Count Boris), Agostino Borgato (Pierre, café proprietor), Jacques Vanaire (valet), Torben Meyer (waiter), Jean De Briac (sculptor), Bob Perry (barman).

    Directors: MONTA BELL (silent version), DOROTHY ARZNER (sound version). Dialogue director: Robert Milton. Photography: Arthur Miller. Additional photography: Charles Lang. Screenplay: George Manker Watters, Howard Estabrook. Based on the short story, "The Feeder", by Mildred Cram, published in Red Book magazine, May, 1926. Film editor: Doris Drought. Songs: "My Pals", "Say It with Your Feet", "I'll Remember, You'll Forget" (all sung by Hal Skelly) by Leo Robin, Sam Coslow and Newell Chase (all working in tandem). Make-up: Jim Collins. Mr Powell's Italian dialogue coach: Lydia d'Agostino. Sound recording: Harry D. Mills. Producer: Monta Bell. Presented by Adolph Zukor and Jesse Lasky.

    Copyright 8 January 1930 by Paramount Famous Lasky Corp. New York opening at the Paramount: 16 January 1930. U.S. release: 11 January 1930. 8 reels. 6,364 feet. 70 minutes. Formerly available on a VintageFilmBuff DVD that I would rate 10/10. Excellent sound and strong, atmospheric lighting.

    SYNOPSIS: A charismatic but thoroughly unscrupulous would-be comedian steals an honest American clown's act—and his girl!

    NOTES: Director Karl Anton made a French-language version for Paramount starring Saint-Granier, Robert Burnier, Rosine Deréan and Edwige Feuillière in the roles played by Skelly, Powell, Wray and Francis respectively. Saint-Granier himself wrote the dialogue and also adapted the screenplay in collaboration with Paul Schiller. Entitled Maquillage, the movie was released in France in 1932.

    COMMENT: Superbly, brilliantly, charismatically photographed by Arthur Miller, "Behind the Make-Up", thanks to its often black-as- midnight lighting effects, emerges as one of the darkest film noirs ever made. True, William Powell with his phony accent does his best to undermine Miller's work, but Skelly and Wray register well.
  • Hap Brown (Hal Skelly) is doing fine when the film begins. His vaudeville act is working well. However, he meets a down and out fellow comic, Gardoni (William Powell) and insists on helping him. For his trouble, Gardoni eventually steals Hap's act and his girlfriend! However, Hap is a sap and just takes it...and continues a successful partnership with Gardoni. But, through the course of the film, Gardoni shows himself to be a sociopath--a man who uses everyone and soon begins cheating on his poor wife with Kitty (Kay Francis). What will come of this jerk or the super-nice guy Hap? It can't go on like this forever.

    This film really could have used closed captioning, as William Powell's Italian accent was very, very thick and often difficult to understand. It' also surprising to hear this coming from the actor--as in his later films there wasn't a hint of any particular accent other than his own.

    As far as the film itself goes, it's only okay. The biggest problems are Powell's accent (mentioned above) and that Hap was just too nice and too good a guy to be real in the least. Despite being constantly dumped on, he's always...ALWAYS sweet and nicer than nice....making the film a bit bland and unrealistic. Not terrible but not one of the better films of the era.