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This is a romantic comedy on the surface, and it's not a bad one at all, with sharp dialogue, surprising transitions where the characters switch from being the cat to being the mouse and vice-versa, and dancing and music and fun and silliness.

I also found it surprisingly poignant. It covers a lot of the same ground as films from the same period like "The Clock" and "Since You Went Away" - a compressed courtship between a soldier and a civilian, where they have a very short time between meeting as strangers and the soldier going off to war. These films (which aren't just Hollywood fantasies, they would have been happening to millions of people in real life) have two sources of dramatic uncertainty - firstly the uncertainty about whether they're really getting to know each other or they're just on an emotional roller coaster; and secondly the uncertainty about whether it's fair to get married and run the risk of the civilian being left a widow or spending the rest of her life looking after a severely injured husband. These issues aren't explicitly discussed in "The Sky's the Limit", which is still a romantic comedy, but they're alluded to sufficiently clearly that a contemporary audience would have understood that Astaire's character was very confused, unsure about whether to hit the accelerator or the brake, and wound up enough that he could have gotten drunk and smashed up a bar.

Another striking scene in the movie was a comment Astaire's character made about how one might go to war not for any grand cause but to preserve one's freedom to be a slacker. He was behaving consistently with that declaration in (at least initially) wanting to spend a few days out of uniform, joking around and having fun with a pretty girl. There are questions about whether an actual WW2 fighter pilot on leave would behave that way - I don't know, within the film, I find it plausible enough for suspension of disbelief, and if nothing else it's a nice way of inserting a "why we fight" message about the United States not being a nation of full-time uniformed soldiers, but of civilians who occasionally put on a uniform to defend life, liberty, and the pursuit of happiness.

Very much in the Fred Astaire canon of the 30's-40's (Fred meets girl, Fred exasperates girl, Fred wins girl over on the dance floor), THE SKY'S THE LIMIT - although uneven - contains some of Astaire's best and most unusual moments on film. It's worth getting past a few jarring notes to access them.

In almost every one of his musicals, Fred plays some extension of the same character: the lovestruck, earnest but insouciant sophisticate, and for some reason the standard formula required Fred to annoy the object of his affection upon their initial meeting - and often for some time after. This picture frequently carries the gimmick to inexplicable extremes.

The recipient of Fred's love at first sight is magazine photographer Joan Leslie, who although not quite a triple-threat (her singing voice is courtesy of Sally Sweetland, but she could dance and handle both comedy and drama; call her a two-and-a-half threat) is generally up to the task, and projects a maturity far beyond her 18 (yup: 18) years. Supplying able assistance is Robert Benchley as Joan's editor and would-be suitor, who has moments hinting at more depth as an actor than he was usually given an opportunity to display.

With Fred portraying a Flying Tiger ace who skips out on a PR tour to enjoy a few days of fun before returning to duty, there are elements of wartime morale-boosting, but only around the edges, and in what sometimes is an almost subversive vein. After enduring a discourse on "how to win this war" from the man who has given him a lift to town, Astaire's only response is, "What's your classification?" "4-F," the man answers, to which Astaire replies, "That's what I thought."

In an odd bit of casting, Robert Ryan appears as one of Fred's Air Forces buddies, but takes the script's intended mischief a bit too seriously. In scenes that call for him to merely tease, he practically drips with menace. That quality would serve him well in subsequent films, but here it's one of the aforementioned jarring notes.

There's still plenty of fun along the way, and the script is sprinkled with in-jokes, such as references to some of Astaire and Leslie's costars in earlier films, or Benchley's series of celebrated two-reel shorts for MGM in the 30's (Joan tells of a wedding proposal from him that digressed to a lecture about "the sex life of a polyp"). Indeed, Benchley delivers one of his trademark disorganized addresses at a fete honoring an industrialist, and while it brings the story to a halt for a few minutes, you won't really mind if you're a fan.

The crown jewel of THE SKY'S THE LIMIT is one of Astaire's best vocalizations of one of the best songs ever written for him, "One For My Baby (and One More For the Road"), along with one of his most adventurous dance solos, in which a night of bar-hopping after a falling-out with Leslie culminates in an explosive choreographic release of frustration and fury, at the posh nightspot where they first met.

This may not become one of your favorite Astaire pictures, but there are rewards if you can overlook a few rough spots.

The Sky's the Limit is one of Fred Astaire's least known movies, but it contains one of the best solos he ever did. The dance, in which Astaire breaks glasses with his feet, is legendary, but the movie as a whole does not support it. There are, disappointingly, only three dance numbers in the film, the plot never jells and much of the movie hovers somewhere between low-key charm and apathetic tedium. But "One for my baby," which comes near the end of the movie, is well worth the wait.

In this wartime drama Astaire is cast, rather improbably, as a decorated Air Force pilot, home on leave and expected to act as a cardboard hero on an inspirational tour. Irritated by the whole affair, Astaire goes AWOL and winds up in New York, where he encounters Joan Leslie, a bright-eyed photographer who also sings (not very well.) Here's where things get odd. Fred (the main characters bear the actors' real first names) determines to win over Joan in the short space of his leave, but he doesn't tell her that he's in the army, allowing her to think he's a shirker who can't hold down a job and doesn't want to serve his country. Naturally, Joan will have nothing to do with him under these circumstances, even though she likes him. The question is: why does Fred keep his identity secret? Is it because he's afraid of getting caught by the MPs? Because he's simply playing a game with Joan and wants to give himself a handicap? Because he doesn't want her to love him for his uniform and exploits, or because he is bitterly sick of the war and wants to forget it? All of these are possibilities, and if Fred's motivation were fully explored, this might be a really interesting movie about life during wartime. Instead Fred's subterfuge comes across as an excuse to keep the plot going, and it's hard to believe Fred really wants Joan so badly when he won't do the one thing that would allow him to win her. Interesting undercurrents are eliminated by a cop-out ending, in which Joan sees Fred in his uniform and, instead of demanding an explanation, simply melts and gives him a hero's send-off.

Astaire and Leslie have two duets. The first, "I've Got a Lot in Common With You," is up-tempo and extremely charming. The song's flirtatious, bickering lyrics capture the characters' relationship better than the screenplay ever does, and the dance suits Leslie's perky style. She is entertaining the troops in a canteen; Astaire insists on joining her, and she tries to cover up for him until she realizes—that he's Fred Astaire. As they take their bows she asks, "Where did you learn to dance like that?" and Astaire responds sarcastically, "Arthur Murray." (Arthur Murray ran a chain of dance studios that would, in the words of a contemporary song, "teach you dancing in a hurry.") The second duet is the standard romantic adagio, set to the soaring Harold Arlen song "My Shining Hour." It's just fine, though Leslie lacks Ginger Rogers's slenderness and fluid grace.

When Fred believes he has lost Joan for good, he begins bar-hopping; his drunken gloom and the forlorn late-night settings are both well evoked. It's a revelation to hear Astaire sing the Arlen standard "One For My Baby." Frank Sinatra's definitive version is sung way behind the beat, slow and pensive, while Astaire's version has a driving blues rhythm. He winds up alone in a fancy hotel bar with a wide marble floor, a mirror and shelves of glasses. He slumps on a stool, precariously off balance; when he sets down his brandy glass the stem breaks, and he snaps too. He starts pacing like a caged beast, lashes out and breaks another glass on a low table with his foot. Hearing a snatch of "My Shining Hour," he dances a few steps of the remembered duet. Then the blues rhythm comes back and he leaps onto the bar and starts tapping. His movements are taut, fierce, edgy. This dance fully explores the danger in Astaire's explosive tapping; its rhythm is not crisp and regular like Gene Kelly's but erratic, unpredictable, violent. This quality comes out playfully in Top Hat when he "shoots" the male chorus-members, and in the "firecracker" solo in Holiday Inn. Darkness and dramatic tension appear in "Let's Face the Music and Dance," from Follow the Fleet, which starts with despair and attempted suicide. All of those were stage numbers; this one is for real, and there is more depth, nuance and emotional weight in the dance than in the rest of the movie. While the solo is inspired by destructive anger and climaxes with Astaire kicking over shelves of glasses and finally hurling a stool at the mirror, it transforms violence into grace and restores Astaire's equilibrium. After paying off the shocked bartender, he flips his hat up off the floor with his foot and saunters out with that inimitable swinging, one-hand-in-the-pocket walk. The movie should end here; it's clear that Fred will get over losing Joan, and it would be right if he paid for his self-defeating behavior. But this is a romantic comedy and a happy ending is required.

A genuinely touching moment occurs before that ending. Robert Benchley, as Joan's boss, has been his usual buffoonish self, and delivered one of his patented dithering, scrambled lectures. He knows the truth about Fred and deliberately sends Joan where he knows she will encounter him, despite being in love with her himself. Benchley tells the excited Joan that he'll be at the airport to see her off and she'll recognize him: "I'll be the fat man with the broken heart."

Songwriter Alec Wilder once analyzed MY SHINING HOUR as one of the finest songs ever written, and THE SKY'S THE LIMIT serves this terrific song well. Johnny Mercer and Harold Arlen also contributed ONE FOR THE ROAD for this RKO World War II film that remains one of the most underrated and delicious musical comedies of the forties. Fred Astaire swings his way through the not-uninteresting plot, and he is joined by the wondrous Joan Leslie, who, here, once again demonstrates her skill at comedy, drama, and dance. There is a nice, goofy number for Astaire and Leslie early in the film, and a splendid love dance to MY SHINING HOUR later. Assisting them beautifully is Robert Bencheley giving one of his famed "lectures" that stays funny to this day. The ONE FOR MY BABY number by Astaire is pure choreographic genius. The whole enterprise is more relaxed than the Astaire-Rogers films of several years before, although those films cannot be put down. SKY'S... is lighter, frothier, and fun... but with a serious undertone that culminates in a farewell ending all too familiar to those who have sent their loved ones to war. Definitely catch this film....

Another of the many World War Two films which was intended to demonstrate that everyone had to answer the call to duty, even the wealthy. This one contains characters who find themselves in glamorous places with clever lines and works of classical art. They are into champagne and penthouses, and mandatory dance scenes on ballroom size terraces. There is, and can be, only one star in this film: Fred Astaire. The finest part is his song and dance routine, "One For The Road." This scene is a classic movie moment of which one never tires. When it comes to dancing, the sky is indeed the limit.