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I initially thought this one was the lesser of the two pairings. But I have to admit this film- which puts its audience squarely into the start of World War II- is quite sharp, script-wise, and quite lyrical, music-wise. Astaire's dance director shows an early but distant attraction to chorus dancer Hayworth (and vice-versa), but is drafted into the Army (not to mention repeatedly banished to the guardhouse for various insubordination) before they can live happily ever after. They were a sweet coupling, despite their 19-year age difference, and Hayworth, as others have mentioned, was quite a revelation as a tap and ballroom dancer. All of their dances are performances only, not love scenes (which are the duets I have always preferred), but they are sensational. The requisite 'big number' is the finale, the "Wedding Cake Walk" (you'll do a double-take at the last image of the tank-shaped wedding cake), and there is an ensemble dance at the start of the film called "Boogie Barcarolle." But two numbers stand out: Astaire's solo dance in the guardhouse, sung by a black jazz chorus (uncredited, called the Delta Rhythm Boys) and entitled "Since I Kissed My Baby Goodbye." Elegant tapping by Astaire is blended with a rich bass vocal by Lucius Brooks. The other number is Astaire and Hayworth's dress rehearsal "So Near and Yet So Far," a stunning rumba which shows off Hayworth in a sheer black gown and expands into intricate layers of choreography. This is one of the last films to show Ms. Hayworth as a brunette; her hair is no longer black, but it is not yet red either, but shortly after this outing her tresses went completely red as she began doing doing Technicolor films. Their follow-up film, "You Were Never Lovelier," had more of the standard romantic shenanigans and more lyrical dance numbers, but this first one was more screwball comedy and, in a sense, more of a challenge to pull off.

I have to differ with the viewer who feels that though Rita Hayworth was a marvelous dancer she did not measure up to Ginger Rogers as the partner of Fred Astaire. Rita's dancing was so graceful that she was the perfect match for the stupendous Astaire. Her beauty in this movie is a thing to behold. Now after all these years we can only wish that they included a bunch of other dances instead of all the silliness. How can it be that such a lovely as Rita would have such a difficult life? I wonder if the talented Hayworth ever realized that it would be her early dancing that would really be her lasting legacy and if she did would she have given us more to appreciate for the years. Watching her dance as a young woman is a joy that will be repeated for generations.

Barely five minutes into the film and only thirty seconds long, a small jewel is not to be missed in this vintage 1941 musical, as it ranks among the best dance numbers to be seen from the golden age of Hollywood. It's where Fred Astaire casually asks Rita Hayworth to follow him on a complex tap routine set to Cole Porter's "Boogie Barcarole". That Astaire performs flawlessly is to be expected, but the stunning 23-year old Hayworth is startling in her precision and élan. Not only is she absurdly beautiful in her crisp rehearsal togs, but she matches Astaire step for step with unbridled confidence and with her long, gorgeous gams perfectly synchronized with his. The rest of the number, performed with an army of similarly dressed dancers, is not nearly as interesting especially since the fusion between boogie-woogie and classical feels forced.

The movie itself, directed by Sidney Lanfield and written by Michael Fessier and Ernest Pagano, is a silly mistaken identity affair that feels lifted from one of Astaire's earlier pairings with Ginger Rogers and then retrofitted into a military theme. Hardly a stretch, he plays Bob Curtis, a Broadway dancer and choreographer who works for philandering producer Martin Cortland, played by Algonquin wit Robert Benchley. Cortland has his eyes on chorus dancer Sheila Winthrop and attempts to give her a diamond bracelet until his wife Julia mistakes the gift for her. He pretends the bracelet is from Curtis, which of course, leads to larger complications, especially when Curtis gets drafted and his superior officer turns out to be Sheila's intended fiancé. Off the dance floor and in her first leading role, Hayworth, already in her 38th film, is charming as Sheila, although Frieda Inescort easily steals all her scenes as the deadpan Julia, a perfect match to the acerbic Benchley.

Lowbrow comic shenanigans are interspersed with the Robert Alton-choreographed musical numbers. The highlights are an impressive Astaire tap solo set to "Since I Kissed My Baby Goodbye" and two more duets with Hayworth - the alluring rumba, "So Near and Yet So Far", and the infectious "Wedding Cake Walk" where the pair get married amid a dress-alike chorus, do a mean Harlem shuffle and tap-dance atop a white cake shaped like a tank. In fact, opening two months before Pearl Harbor, the film portends the upcoming war with patriotic ensemble numbers like "Shootin' the Works for Uncle Sam". The 2003 DVD includes trailers for this film as well as two classic Hayworth vehicles, the career-defining Gilda, and future husband Orson Welles' pulp classic, The Lady from Shanghai. The movie is very lightweight, but Astaire's artistry is always worthwhile in any setting, and it's easy to see why Hayworth became the fantasy figure of many an American soldier.

Impresario Martin Cortland has a big crush on the showgirl Sheila Winthrop.Her wife may not like that.Mrs. Susan Cortland happens to find a diamond bracelet with Sheila's name on it.He tells a lie that choreographer Robert Curtis bought that to her.They all go out together, which suits Sheila just fine, since she has a crush on Robert.But she starts loathing him after she finds out the game they were playing.Robert notices he has feelings for Sheila.Then Uncle Sam wants him and he is drafted into the army, where he gets in and out of prison.But they'll meet again.Sidney Lanfield's You'll Never Get Rich (1941) is a wonderful wartime picture.It has the brilliant score by Cole Porter.This was the first movie that teamed Fred Astaire and Rita Hayworth.What a great pair they make! Fred even made Rita his favorite dancing partner, before Ginger Rogers.He even knew her father before she was born, as they were dancers on the New York City vaudeville circuit.The movies she made with Fred were Rita's own personal favorites.Robert Benchley does a great job as the womanizing impresario.Frieda Inescort is marvelous as his wife.Osa Massen is very good as his new girl Sonya.John Hubbard is terrific as Captain Tom Barton.Guinn 'Big Boy' Williams is terrific as Kewpie Blain.And so is Cliff Nazarro as Swivel Tongue 'Swiv'.Donald MacBride is magnificent as Top Sergeant.This romantic musical comedy is very entertaining, and often very funny.I had most fun watching that restaurant scene, where they're trying to convince Mrs. Cortland that Sheila is Robert's girl.Also the double-talk routine by Cliff Nazarro at the train station is funny.Or him trying to get some water to Robert as others are trying to sleep.Astaire in a captain's uniform is quite hilarious.And when he goes AWOL.And you could never get bored of watching Fred Astaire's tap dancing.

Ginger Rogers may have been Fred Astaire's ultimate dance partner, but Rita Hayworth makes a very worthwhile play for that title in 'You Were Never Lovelier'. This fun wartime comedy-musical has a very contrived plot that is as flimsy as tissue paper, but when the two stars Hayworth and Astaire are on screen together all faults are forgiven for the sheer brilliance they show together as dancing partners.

Hayowrth, early in her career, shows little sign of nervousness before the camera and handles her role as Sheila Winthrop very well, she imbues her with charm, grace and just a hint of sass. Astaire is equally likable as Robert Curtis, Rita's love interest from the beginning. As with all of Astaire's films with Rogers the lovestruck couple experience a series of misdemeanours that hinder their romance, until a romantic finale reunites the pair. Light moments of comedy work well to compliment the bursts of energetic dancing, and Hayworth's and Astaire's charisma shine through perfectly when they are needed to lift the action.

The army base setting is refreshing, yet also distracting. A little too much time is given to the rather unamusing antics of Astaire's servicemen buddies. The film isn't overly influenced with visual style, the sets look as if they have been used time and time again, yet Hayworth and Astaire are sublime whatever the situation. Rita looks very beautiful in this one, and she displays a natural acting talent. Astaire was never much of an actor but he lights up the screen like no other. Nice supporting work from Frieda Inescort is a highlight, as is the dancing finale for Hayworth and Astaire atop an army tank. Yes, the army sub-plot came in handy in the end.

Margarita Cansino was still undergoing the 'Rita Hayworth' transformation while this film was being made, so Rita still looks quite Latin in most scenes, with darker hair than we are normally accustomed to from the famous redhead. Fred often said that Rita was the best dancer he ever worked with, and at times he does seem in awe of her capabilities that definitely match his. Rita considered this one of the two jewels in her film career (the other being 'You Were Never Lovelier' with, you guessed it, Fred), and it is a gorgeous film.

A feel-good musical that isn't a mind-blowing film experience, yet is definitely an enjoyable one.

7/10.