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By the end of the first 15 minutes, we've been introduced to three couples: Gussie and Laura (Lionel Barrymore and Alice Brady), Leone and Geoff (Mary Carlisle and William Janney), and Max and Winkie (Conway Tearle and Katharine Alexander). Gussie and Laura have an unpleasant-appearing marriage, with Gussie irritable and Laura flightier than a very, very flighty Billie Burke. Leone is dissatisfied with the Callow Geoff. Winkie, who we'll learn is Leone's oft-married sister, is having an affair with artist Max, who is introduced to, and entranced by, Leone.

Winkie arranges a rendezvous for Max and herself at Gussie and Laura's place, where Max falls further victim to Leone's innocent charms while the vapid Laura believes that he has come back to claim her after a promise she recalls him making to her 25 years ago.

Gussie's aggravation with Laura becomes tiresome to the viewer, and Laura's ditziness does so as well. Max's instantaneous enthrallment by the unrealistically child-like Leone (who still retreats to her almost life-sized doll-house under stress) rings as false and stagy as one might expect from something based on an early-20th-century stage play. But through the viewer's frustration there are glimmers of real quality. Winkie is a great character and Alexander does her wonderful justice. Gussie's scenes with Leone, especially when he tries to talk her out of her plans with Max, are very moving--as is Laura's attempt to do the same.

It's difficult to recommend such a spotty film, but it's almost worth it for Geoffrey's solution to his relationship problem and, especially, the wonderful reveal at the very end.

I found myself liking this film far more than it deserved. And the Adrian gowns are fantastic--especially Laura's black gown with the open shoulders.

Some call this a screwball comedy. Well, the only screwball is Laura Merrick (played by Alice Brady). At the beginning of the film, we think that her husband, Augustus (Lionel Barrymore), is a cantankerous meanie, but it does not take long to realize that he is remarkably tolerant when it comes to his loud, obnoxious wife.

Most of the action of the film is about their daughter, Leone (Mary Carlisle), who at age 19 laments her lack of experience and decides to remedy the situation by getting involved with a man more than twice her age. A young, more suitable suitor is Geoffrey Cole (William Janney), but his feelings towards Leone seem rather lukewarm.

"Should Ladies Behave" has a charm that most pre-code films possess, and the acting is fine. But it has the distinct feel of a play adaptation. That does not ruin the film, though, especially if you are interested in films of this era as representative of their time. They all play a game of Twenty Questions that is a glimpse into the past and perhaps the funniest part. Rate this film "pleasant".

Lionel Barrymore largely made a career out of playing gruff, grumpy anhedoniacs; Alice Brady made hers out of playing flighty upper-class twits. Both were capable of other things, but in this pleasantly pre-Code romantic comedy from a Paul Osborn play, both drag out their usual bags of tricks. He harrumphs and lets his facial muscles sag and crosses his arms, and she giggles and defies logic. They're an unhappily married late-middle-age couple whose daughter is about to be swept up by the cad Brady remembers loving 20 years ago, who is now having an affair with her sister. It's pretty frank about all the adultery, and there's a bracing twist ending. One wants a more dashing rake than Conway Tearle, but Katharine Alexander is amusingly tart and Eve Arden-ish as the sister, and Mary Carlisle is fine as the naive young miss. Casual racism and an insipid Freed-Brown song dot this fun nonsense, and there are serious moments of actual truth scattered about it--loved the scene where Brady finally must Be a Mom, and she steps up to the plate admirably.

I caught this on a Sunday on TCM. They were showcasing films of the great Lionel Barrymore. It didn't do very well at the box office, perhaps because it wasn't dirty enough to compete with the simultaneously released Mae West film, "She Done Him Wrong." Nevertheless, the action of the former took place at the hands of a rather dysfunctional but high class Connecticut family. It seems that when the matriarch married the patriarch, she was young, beautiful, and vivacious and he was older, dashing, and had more money than brains. He was in love with her, she was in love with another man, and the whole marriage started off on the wrong foot. Their daughter falls in love with a similarly endowed older man, whom the mother remembers as her former lover, who is now dating her thrice-married sister. It's sort of confusing to tell about, but a funny movie in most respects. I personally believe that "The Women" is better, but that's only because I really like "The Women." Another very good film to see, if you like this sort of awkward love triangle thing is "When Ladies Meet," starring Greer Garson, Joan Crawford and Robert Taylor, I believe.

This didn't seem so promising at first, but hold on, it gets better. Here in the the depths of the Depression we have a screwball comedy, populated with foolish rich people. Alice Brady is quite funny as Laura, the airhead wife of Lionel Barrymore's grumpy character, Augustus.

The best character, by far, is Winnie, played Katharine Alexander, who is Laura's sister. Her snarky attitude backfires when she coerces her beau, a famous painter, Max, into a visit at the country estate owned by her sister. There, Max becomes infatuated with Laura's daughter, Leone, and the feeling is mutual as they plan to elope together.

Winnie's character shows real poignancy as she navigates the mess she's made. The other characters start to wear as the plot rolls on. Butler jokes, in particular, fall flat. But stick around for the end. There is a nice satisfying twist to the tale.

William Janney tells Mary Carlisle she's too unworldly to marry. So when her aunt Katharine Alexander visits with her 'friend' Conway Tearle, she proposes to run away with him, much to the displeasure of her parents, Alice Brady and Lionel Barrymore.

There are many witty lines in this movie, and Miss Brady offers her usual delightful nitwit. However the show's theatrical background shows, particularly in Miss Carlisle's performance. Tearle remains the answer to the question no one asked, to wit "What if you needed Conrad Nagel, but bulkier?", while Barrymore's performance consists of him being disagreeable mst of the time. He result is a pre-code movie in which much i talked about, mostly unpleasantly, with enough bright spots to maintain interest.

After attending a New York play, six romantically challenged characters gather at the Riverdale, Connecticut home of flighty Alice Brady (as Laura) and her grumpy husband Lionel Barrymore (as Augustus "Gussie" Merrick). Twenty-five years married, Ms. Brady and Mr. Barrymore snap at each other frequently and seem ready to separate. Lonely and bored, Brady enjoys visiting playboy painter Conway Tearle (as Max Lawrence), believing he's an old lover returning to sweep her off her feet...

Unbeknownst to the gushing Brady, Mr. Tearle is having an affair with her sister, Katharine Alexander (as Winifred "Winnie" Lamont). But Tearle prefers Brady's flirty 19-year-old daughter Mary Carlisle (as Leone Merrick), who is looking for the experience young boyfriend William Janney (as Geoffrey "Geoff" Cole) wants. An obvious solution exists. The unpleasant premise (don't repeat the older couple's mistake?), clever ending (by writer Paul Osborn) and likable ensemble are a mixed bag.

***** Should Ladies Behave (12/1/33) Harry Beaumont ~ Alice Brady, Lionel Barrymore, Conway Tearle, Katharine Alexander

While not quite as intensely funny as "Bringing Up Baby", this early screwball comedy" should remind most viewers of that film. Rather that the humor coming from Cary Grant's exasperation in dealing with Katherine Hepburn, it comes from Augustus' (Lionel Barrymore) exasperation in dealing with his airhead wife Laura (Alice Brady).

If you have never seen Brady you are in for a totally unexpected comic treat. By the 1930's she was basically a character actress and her role here is much like her later portrayal of the mother in "My Man Godfrey". It is a strange cross between Margaret Dumont and Una Merkel, sort of a pretentious and overly dramatic airhead.

Like "Bringing Up Baby" most of the action in "Should Ladies Behave" takes place on an estate in rural Connecticut. There is some physical comedy, mainly from Barrymore's more extreme reactions. Most of the humor is subtle, coming from the clever stage play "The Vinegar Tree" by Paul Osborn. For example Brady supports her contention that two examples are vastly different by saying they are as far apart as alpha and beta. Watch for their hilarious attempt to play the game of 20 Questions.

The story revolves around miscommunication among three couples; Augustus and Laura, her sister Winnie (Katharine Alexander) and Winnie's middle aged lover Max (Conway Tearle), and their daughter Leone (Mary Carlisle) and Leone's young boyfriend Geoffrey (William Janney).

Carlisle was only 20 but she holds her own very well with the more experienced members of the cast. Her character is supposed to be 19 and her cynical father is trying to keep her from being spoiled by the evils of the world, symbolized by his keeping her childhood playhouse unchanged even though she is away at college.

"Should Ladies Behave" deserves to be included with the best of the old screwball comedies. If you enjoy that kind of stuff you will be well rewarded by this undiscovered gem.

Then again, what do I know? I'm only a child.

I rewatched this after seeing it at least 10 years ago, when my great pre-code TCM love-affair began. As a student of European culture, I think this movie is important. As indicated in other reviews, the sexual revolution has already happened, yet because it is 1933 (rather than post-1950s), this Anglophonic elite is still trying to observe the pieties of conventional morality, all of which have since been self-consciously discarded except among the religious. Here you have affirmation of why these conventions are important and why we abandon them at our peril. Katherine Alexander has a more touching part that what was usually afforded Eve Arden in that she expresses wistful regret for what might have been (none of that in Arden) had she been a little less unconventional and is genuinely moving in her relatively small part. Conway Tearle is unconvincing as a Picasso-like mensch (perhaps if Leone had been a young man?), but he is but a foil, so his fey performance becomes irrelevant. What really matters is Alice Brady, who in the previous favorable reviews is still not getting the due I think she deserves. There is liberated (no better illustrated than in the braless Adrian gown noted in an earlier review) soul in Alice, and her character, while appearing to be two-dimensional, is truly rich, and Alice affirms, throughout and at the end, how happiness is achieved in this compromise we call life. And Lionel is three-dimensional from start-to-finish, fully engaged in his part as a man with clear interests for his own happiness and that of his loved ones. The lessons of this play (for it is a play) are timeless, but are given with that teaspoon of sugar (comedy) so necessary to really impart them, and Brady's, Barryomore's, and Alexander's performances make this great.