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Colorful but with only a cursory acquaintance with the actual facts of Marilyn Miller's life this is an enjoyable musical but worthless as biography.

June Haver is sunny and beautiful as the legendary star but misses giving any real sense of who she was. Charlie Ruggles and Rosemary DeCamp do what they can with thinly written roles as her parents and S. Z. Sakall does his usual charming sputtering and cheek slapping.

Gordon McRae, portraying perhaps the one character with any semblance to reality, Frank Carter, Miller's first husband sings wonderfully as always. The real standout is Ray Bolger who manages to inject some real feeling into his part and gets to showcase his talents well.

A very prettied up version of the facts this still is chock full of great songs well performed and on that basis a good show.

When June Haver finally got the top musical role of her career, it was Ray Bolger who stole the show. A more accomplished musical actress might have made this musical more than a routine, pleasant backstage story that is actually an incomplete bio of the great Broadway star. The production numbers are fine, the supporting cast is excellent and the technicolor glows--but it's never more than a routine musical with June Haver appealing as the talented singer/dancer who became a Broadway favorite and Gordon MacRae in fine voice as the man she loves but ultimately loses to an untimely accident. Not great, but worth seeing for Ray Bolger's inimitable way with a dance step in some show-stopping routines. Nice supporting players include Rosemary DeCamp, Charles Ruggles and S.Z. ("Cuddles") Sakall.

Judy Garland's brief appearance in Till The Clouds Roll By as Marilyn Miller far outshines Ms. Haver's portrayal of Marilyn Miller. What a pity Ms. Garland couldn't be loaned out to Warner's to add some class to this otherwise paper-thin biopic. And what a treat it would've been to seen Judy and Ray Bolger together again on the silver screen, although I'm not sure if there would've been any chemistry between her and Gordon MacRae, whose stiff and lifeless performance is reminiscent of those given by Nelson Eddy in the 30's and 40's. And finally, I can't understand why Warner Brothers left off Ms. Miller's attempt to make it sound pictures. One of their biggest musical hits of 1929 was the film version of Sally, but their quick follow-up Sunny bombed.

If you love old fashioned musicals as I do, in glorious technicolor, I think you will enjoy this biopic of the extremely popular Broadway star of the early twentieth century, Marilyn Miller, here well played by June Haver. June Haver herself gave up movies shortly after this film, became a nun for a short while and then married Fred MacMurray and retired from movies. She has a similar build, having checked out Marilyn Miller on YouTube as I have, and is well cast, unlike so many movie castings. Perhaps less pretty than the real woman, June gives an effervescent performance throughout and my only gripe is that she didn't really have the charisma perhaps that Marilyn Miller clearly must have had to have been so popular. However, there are two charismatic performances, the leading actor and wonderful dancer, Ray Bolger, who played the scarecrow in The Wizard of Oz, and the future heartthrob singer and actor Gordon MacRae, he of Oklahoma! and Carousel fame. Ray Bolger plays Jack O'Donahue a star dancer who befriends Marilyn, and Gordon MacRae plays her first husband, Frank Carter. Bolger is outstanding as usual, displaying his dancing gifts which make you long for more of his movies to be shown, although he never made that many. The same for Gordon MacRae, who never made enough musicals, who for me had the best baritone voice Hollywood ever had, and here he is under-used, but it was his first musical. Sadly, all of these great musical stars were dropped by the studios when TV and rock 'n'roll took over in the mid fifties. A criminal waste of talent. Luckily for these two guys they could adapt to TV and Broadway to continue their careers. Catch them here in a really good musical (although sanitised according to reports on Marilyn Miller) before the studio chop came. The score here by Jerome Kern and Buddy DeSylva is just beautiful, including of course the title song. Good supporting actors include Charlie Ruggles and Rosemary DeCamp as Marilyn's parents who include her in their act when she is fifteen. June Haver is a little unconvincing at this stage as she looks too old, but then she has to age about fifteen years over the movie. Marilyn Miller died in her mid thirties from a sinus operation but the movie is cut short before this so as not to bring it down at the end, a clever decision I thought.

Look For the Silver Lining is a particular song favorite of mine and it was the theme song of one of Broadway's brightest stars, Marilyn Miller. Her own life, sad to say did not have too many sunny days in it after that fateful night where she lost her first husband.

She died young from complications of a sinus operation in 1936 in the year when her producer/benefactor Florenz Ziegfeld had a biographical film about him. There was no mention of Marilyn's name in the film at all.

June Haver plays a winning Marilyn whom we see as a girl like Judy Garland, born in a trunk. Remember that Judy played Marilyn in Look for the Silver Lining. She was a child performer in a family of performers like the Gumm sisters. She met and fell in love with Frank Carter, a song and dance man who was killed in a car crash in New Jersey as the film shows. Carter in this film is played by Gordon MacRae in one of his earliest film roles.

Marilyn spent an extraordinary amount of money for a tomb for the late Mr. Carter who by all rights on his own would never deserve such a monument. It's one of the grandest in Woodlawn Cemetery in the Bronx where Marilyn eventually joined him. It dwarfs such folks as former Chief Justice Charles Evans Hughes and Irving Berlin who wrote Easter Parade for her and Clifton Webb in As Thousands Cheer.

In this film Marilyn has one other husband, Jack Donohue played by Ray Bolger who has some terrific dance numbers. That and two other marriages in real life didn't work out for her. One of her other husbands was Jack Pickford, brother of Mary Pickford who led quite a life of drink and debauchery and died young.

What's not shown is how hearty Marilyn partied in the Roaring Twenties. She was one wild child between marriages indulging in uncountable one night stands. It was said that in shows with her frequent co-star Clifton Webb, they'd split up the chorus boys, she'd take the straight ones and he'd go after the gay ones, many times their paths would cross.

One thing Marilyn never did was record. She adamantly refused record contracts, would not consider going to a recording studio to record the songs identified with her like Look For the Silver Lining, Who, and Easter Parade. She felt that sound alone could not capture the magic of a live performance, the dancing as well as the singing. Only those early sound films are the only record of her performing.

Marilyn Miller had an R, even an X rated life and Look for the Silver Lining does not remotely do justice to it. Still it's a tastefully done tribute to a very tragic star who found happiness in this world a most elusive thing.