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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."

Very few people have heard of it, but this is really one of my favorite Fred Astaire movies. In part because Fred does one of the best angry dance scenes that I've ever seen. He stumbles drunken, singing One More for my Baby, and smashes glass with his feet. He sways to the rhythm and leaps up on the metal bar to tap smash shattering glass. If you're lucky enough to see this movie keep in mind, that's real glass, not sugar glass like you normally see in movies. This was during WWII and sugar was rationed. Fred and Joan Leslie have a number of lovely romantic dance scenes. The background plot of WWII provides, well, a plot. By turns funny and bittersweet, a great dance movie.

THE SKY'S THE LIMIT (RKO Radio, 1943), directed by Edward H. Griffith, returns song and dance man Fred Astaire to the studio where history was made with his on-screen partnership opposite Ginger Rogers in their nine musicals from 1933 to 1939. Ten years since his introduction to the screen, and having acquired new dancing partners ranging from Eleanor Powell at MGM and Rita Hayworth at Columbia, Astaire takes a sentimental journey back to where it all began, with Joan Leslie, on loan from Warner Brothers, as his co-star in a war-time theme quite popular in the 1940s. A routine story that could very well have been used as any one of the Astaire and Rogers collaborations, THE SKY'S THE LIMIT, minus the lavish sets, with an in-joke reference to Ginger Rogers, is a shining hour and a half of old-fashioned screen entertainment.

Plot Summary: Set during World War II, Fred Atwell (Fred Astaire), a Flying Tiger pilot, along with his buddies, Reginald "Red" Fenton (Robert Ryan) and Dick Merlin (Richard Davies), becomes a celebrated war heroes and center of attention in a ticker tape parade. Because they are scheduled to do personal appearances during their ten day leave, with no time for themselves, Fred breaks away from a national tour on the next train stop, hitching rides into the city, changing into cowboy attire and having a perfect furlough for himself. He later encounters Joan Manyon (Joan Leslie), a photographer on assignment at the Colonial Club, and takes an interest in her. Coping with Fred's constant annoyance to get acquainted, she has her work cut out for her with her employer, Phil Harriman (Robert Benchley) who keeps her from important overseas assignments in order to keep her near him with the hope she'll say yes to his marriage proposals. As a toss-up, Joan starts dating Fred, who by now has moved into her apartment building to be near her. By the time Joan starts showing an interest in Fred, "Red" and Dick step in on Fred's territory, Dick dancing with Joan while "Red" forces Fred to do a snail dance on top of the table in public in order to keep Joan, who believes Fred to be an unemployed drifter, from learning his true identity. A strain in their relationship takes its toll with Joan wanting Fred to find work, but when he turns down good job offers, she starts doubting whether Fred cares for her or not.

The motion picture soundtrack with songs by Harold Arlen and Johnny Mercer include: "My Shining Hour" (sung by Joan Leslie); "My Shining Hour" (sung by Fred Astaire); "I've Got a Lot in Common With You" (sung and danced by Astaire and Leslie); "My Shining Hour" (danced by Astaire and Leslie) and "One for My Baby" (sung and danced by Astaire). While "My Shining Hour" received an Academy Award nomination as best song, it's "One for My Baby" that's as memorable as Astaire's now classic solo dance number. For an Astaire musical, the songs are few and far between, with the emphasis striving more on plot than music. An old song standard, "Three Little Words" can be heard instrumentally as dance music conducted in the night club sequence by Freddie Slack and his Orchestra.

The supporting cast consists of some familiar faces, including Elizabeth Patterson (Millie Fisher, the landlady); Marjorie Gateson (The Canteen Hostess); Clarence Kolb (Harvey S. Sloan), along with Paul Hurst, Olin Howland and Clarence Muse in smaller roles. For anyone familiar with the Astaire & Rogers musicals of the 1930s might get a feel of nostalgia seeing their co-star of five musicals, Eric Blore, working opposite Astaire for the last time, appearing briefly as Jackson, the valet, or as he phrases it, "a gentleman's gentleman." Blore's cameo lasts slightly over a minute and goes without any screen credit.

In spite of Astaire's name heading the cast, it is evident by the film's conclusion that THE SKY'S THE LIMIT belongs to Joan Leslie, a very popular leading lady during the World War II years. Still in her late teens and assuming the role of a woman in her twenties, she handles her assignment well, although she's much too young to be having the likes of middle-aged Benchley and slightly younger Astaire going after her. Nicely paced at 89 minutes, it's only slow point goes to humorist Robert Benchley acting as guest of honor of a Sloan Air Craft benefit where he attempts reading a 1936 chart to the guests, a routine reminiscent to one of his many comedy shorts that doesn't seem to work well by today's standards.

As entertaining as it is underrated, THE SKY'S THE LIMIT, distributed on video cassette through Turner Home Entertainment during the 1990s, and formerly shown on American Movie Classics prior to 2001, can be seen periodically on Turner Classic Movies. (***1/2)

This may conceivably be THE most under-rated film of all-time... NO ONE seems to love it as much as I do. Maltin, etc. all consider it one of Fred's worst movies. I don't understand why! He's great, Robert Benchley is on hand (doing one of his best patented befuddled speaker routines), and Joan Leslie is beautiful, sharp, and a great dancer (she really keeps up with Astaire, which is hard to do!) On top of that there are two immortal songs ("My Shining Hour", and "One For My Baby). It's not really a musical though, more of a romantic-comedy. Astaire and Leslie have a wonderful chemistry, especially in their debates over the importance of work in a man's life (Astaire is practically playing a gen-xer here!) Don't listen to the critics, watch this movie, it has biting wit, good music, and will leave you wistfully happy!

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.