Consider it Stolen! —the curious case of "Singin' in the Rain"

Donald O'Connor: "Make 'em Laugh"

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Way back in the day, 1980 to be precise, when I was working with Joe Killian and Michael Zerphy, whenever we saw other performers do a bit we really liked, we'd say "consider it stolen!" I think the phrase originated with Joe, but he may have stolen it.

You know what they say, there's nothing new under the sun, and that mostly holds true for physical comedy. I'm always amused, for example, when the Marx Brothers (or even Lucille Ball) are given credit for originating the broken mirror routine (Duck Soup), when in fact it not only appears in many early silent film comedies, but is referenced in even earlier reviews of vaudeville acts. Sure, there's originality, but there's a whole lot of borrowing going on and —if we're lucky— creative reshaping of traditional materials.

Keaton as The Cameraman

The historian-detective in me has enjoyed tracing this kind of thing, for example in this post on what I call the oblivious gag. My return to this theme is inspired by some excellent detective work done by silent film pianist and historian Ben Model, showing how Singin' in the Rain (1952) borrowed from Buster Keaton's The Cameraman (1928). But we'll get to that juicy discovery a bit later...

You all know Singin' in the Rain, right? If not, you're in for a treat! It's a corny but delightful MGM musical from1952 starring Gene Kelly, Debbie Reynolds, and Donald O'Connor, all about the rough transition from silent film to sound. The remarkable thing about Singin' in the Rain is that it began not as a story idea but as a musical woven around old songs, but also a musical partially woven around old physical comedy material.

The big musical link was Arthur Freed. As Cecil Adams points out in this Straight Dope article, "Freed, the producer responsible for most of the MGM musicals of the 40s and 50s, began his career as a songwriter. "Singin' in the Rain" was part of Brown and Freed's score for MGM's first "all talking, all singing, all dancing" musical, The Hollywood Revue of 1929. In 1952, Freed decided to use his own songbook as the basis for an original musical, as he had done with Jerome Kern's songs in 1946 (Till the Clouds Roll By) and George Gershwin's in 1951 (An American in Paris)."

They had Freed's songs, might as well shape a show around them!

So the song Singin' in the Rain goes all the way back to one of the two first big MGM musicals of the sound era, which featured "30 MGM stars! More Stars Than There Are in Heaven!" Here it is, the show's big finale:



Not only did the songs come first, but the fact that they all came from the late 1920s gave screenwriters Comden & Green the idea for the story. According to this piece on the Cafe Songbook site, "Betty Comden and Adolph Green returned to M-G-M in May of 1950 to begin work on the screenplay for the movie they had been contracted to write, believing they were also contracted to write the lyrics for its songs. M-G-M clarified the terms of the contract to them. It was the studio's option regarding the lyrics and M-G-M's choice was that all the songs would be by the songwriting team of Arthur Freed (the film's producer) and Nacio Herb Brown, his songwriting partner. Furthermore, they would be almost exclusively songs from their existing catalog. While looking at these songs, Comden and Green noticed that Freed-Brown songs such as "Should I?," "All I Do Is Dream of You," "Good Morning," You Were Meant for me," "You Are My Lucky Star," "Singin' in the Rain," etc. were written in the late twenties which gave them the idea to create a story that came from that period; and the lynch pin of the plot they created was based on the disastrous results that sometimes occurred when silent screen actors and actresses were forced to talk on screen, to be heard no matter how awful they might sound."

All these songs made it into the film, or should I say "made the film"?

Donald O'Connor

A Tale of Two Tunes
The film was coming together, but co-director Stanley Donen still wanted a solo number for Donald O'Connor, who played Gene Kelly's comic sidekick and was a talented and very physical comedian. In fact, O'Connor's parents were vaudevillians, his father an Irish-born circus strongman, dancer, and comedian, and his mother a circus acrobat, bareback rider, tightrope walker, and dancer. There was nothing in the Arthur Freed oeuvre that fit, but that didn't stop MGM from doing some more borrowing. They just went back to an earlier MGM movie starring Gene Kelly, The Pirate (1948), and "borrowed" from Cole Porter instead.

Again according to Cecil Adams, "Donen suggested that Brown and Freed write a new song, pointing to Porter’s “Be a Clown” as the sort of thing he thought would fit in at that point in the script. Brown and Freed obliged —maybe too well— with “Make ‘Em Laugh.” Donen called it “100 percent plagiarism,” but Freed was the boss and the song went into the film. Cole Porter never sued, although he obviously had grounds enough. Apparently he was still grateful to Freed for giving him the assignment for The Pirate at a time when Porter’s career was suffering from two consecutive Broadway flops."

Grateful, or simply too afraid of MGM's power?

So that's the background. Ironically, Kelly sang the original "Be a Clown" song, and in Make 'em Laugh, it is O'Connor singing to cheer up Kelly's character. Here's a short comparison, brief excerpts from each so you can see the similarity between the two tunes and the message.



But it's not just the tune that was lifted.  The Make 'en Laugh lyrics directly paraphrase those of Be a Clown. Clever but barely disguised plagiarism:

In The Pirate, Kelly is about to be hung by his neck in the town square. O'Connor quotes what that immortal bard, Samuel J. Snodgrass, said "as he was about to be led to the guillotine."

While O'Connor's dad advised him to "be an actor my son, but be a comical one," Kelly was only three when his "clever" mom told him "I’ve got your future sewn up if you take this advice: be a clown, be a clown."

And why go into the funny business? Because you'll get rich, unlike in those other more effete professions. Kelly's mom asks him "Why be a great composer with your rent in arrears? Why be a major poet and you’ll owe it for years? A college education I should never propose. A bachelor’s degree won’t even keep you in clothes." Likewise, O'Connor's dad warns him that "you could study Shakespeare and be quite elite, and you could charm the critics and have nothing to eat."

But if you're funny, what happens?  Kelly is promised  a bright future where he'll "only stop with top folks" and "he'll never lack" and "millions you will win." O'Connor likewise will have "the world at your feet."

Okay, sounds good. But what does it take to be funny? Kelly's clown is instructed to...
• show ‘em tricks, tell ‘em jokes
• wear the cap and the bells
• be a crack Jackanapes
• give 'em quips, give 'em fun
• act the fool, play the calf
• stand on your head
• wiggle your ears
• wear a painted mustache
• spin on your nose
• quack like a duck

O'Connor's comical actor must...

• slip on a banana peel
• [perform] old honky-tonk monkeyshines
• tell ‘em a joke, but give it plenty of hoke.
• take a fall, butt a wall, split a seam.
• start off by pretending you’re a dancer with grace, wiggle till they’re giggling all over the place, then get a great big custard pie in the face

The actual acts differ more than the lyrics because they are structured around the individual talents of the performers. "Be a Clown" actually is done twice in The Pirate, first with Kelly and the fabulous Nicklaus Brothers, and is later reprised by Kelly and Judy Garland. In both cases, it's a partner number with more of a dance base to it. O'Connor, on the other hand, is both a better comedian and a far more skilled acrobat. The result, one of the greatest physical comedy acts ever, became his signature piece.

Here are the complete versions. Enjoy!


Be a Clown #1 (Kelly & the Nicklaus Brothers)


Be a Clown #2 (Kelly & Judy Garland)


Make 'em Laugh



The Plot Thickens

Keaton & Josephine the
monkey in The Cameraman

But that's just the beginning! As I said at the top, this blog post got jump-started by Ben Model unearthing a less obvious and even more fascinating Singin' in the Rain borrow. And this one is all the juicier because it involves our hero, Buster Keaton.

Take it away, Ben...



Wow! Like I said, great detective work. And as if that wasn't amazing enough, think back to the original version of the song from The Hollywood Revue of 1929.  In that cavalcade of stars, did you notice the one luminary who couldn't / wouldn't have "a smile on his face"?  Yep, that's "the great stoneface" himself at the 39-second mark.

The one thing I would add to Ben's chronology is that in the years before Singin' in the Rain (1952), Keaton was an uncredited gag writer for a bunch of MGM movies, including the Marx. Brothers, but especially a slew of Red Skelton vehicles, right up to his 1950 Watch the Birdie, which was partially a remake of The Cameraman, and two more 1951 Skelton films.  So if Keaton wasn't directly consulted on Singin' in the Rain, he was certainly still a presence at the studio. It was also in 1950 that his appearance on the Ed Wynn Show led to a lot of work on early television and made him less dependent on the Hollywood film industry.

Kelly & Skelton in Du Barry Was a Lady

And speaking of Red Skelton...
A talented pantomimist, Red Skelton, like Keaton, had grown up in show business, performing in medicine shows at the age of ten, and later burlesque and vaudeville. Keaton's work with him in the 1940s would be enough to fill another blog post (don't get me started!), but there are a couple of possible links between Skelton and Singin' in the Rain. Gene Kelly's "Broadway Ballet" fantasy sequence was apparently based on an idea that was used for MGM's Du Barry Was a Lady (1943), starring Skelton as a nightclub worker who dreams that he's King Louis XV. And who was his romantic rival for Lucille Ball's affections in that one? Gene Kelly, natch. (And before the film, it was a Broadway musical starring Bert Lahr chasing Ethel Merman.)

But even more interesting than that is the similarity between some of Skelton's pratfall moves from Du Barry and those of O'Connor, as seen in this comparison video. In the first part, Skelton and friend think they have tricked Gene Kelly into downing the drink with the Mickey Finn, but (of course!) the glasses have been switched, which leads to Skelton's wonderful drunk pratfall sequence. Skeleton is drunk, O'Conner is giddy, but the writhing around and the circular movements when on their side on the floor are strikingly similar.



Did O'Connor borrow this? Who knows? —but not necessarily. It's just as likely that these moves were standard fare. After all, the 108 pratfall was also common property (if you could do it!). Still, you need someone to preserve the vocabulary, and in the yakkety-yak-yak 1940s, that someone may well have been Red Skelton.

Of course, once you start making these connections, it's endless —ancestry.com run amok— so I'll stop the narrative here and just leave you with a few tidbits for dessert...

• When they made the biopic The Buster Keaton Story in 1957, can you guess who played Keaton? Dramatic pause. Are you really guessing? Space filler. Space filler Space filler. More space filler. Even more space filler. Yep, Donald O'Connor. This stuff's downright incestuous.

• Trav SD points out that Singin' in the Rain producer/songwriter Arthur Freed wrote material for the Marx Brothers’ act and performed in their sketches way back in their vaudeville days.

• As for the Nicklaus Brothers, according to Wikipedia "this dance sequence was omitted when shown in some cities in the South, such as Memphis, because it featured black performers the Nicholas Brothers, Fayard and Harold, dancing with Kelly. It was the first time they had danced onscreen with a Caucasian, and while it was Kelly's insistence that they perform with him, they were the ones who were punished. Essentially blackballed, they moved to Europe and did not return until the mid-60s."

• Kevin Kline does his own version of "Be a Clown" in the 2004 Cole Porter biopic, De-Lovely. Interesting enough and a much bigger production number.

• In 2006 or so, Volkswagon did this commercial where they remade Gene Kelly's dance in the rain, using his face and choreography but a break dancer's body and moves. Very interesting!

• Anthony Balducci, whose Journal blog I highly recommend, has an excellent piece about gag borrowing/ stealing, with some interesting comparisons between the tv work of Ernie Kovacs and the sketches of the British comedy duo Morecambe & Wise.

• For a list of Keaton's uncredited gag writing, see Buster Keaton: Cut To The Chase by Marion Meade.

• Keaton's downward spiral as a star at MGM is chronicled in Kevin Brownlow's 2004 documentary, So Funny It Hurt: Buster Keaton and MGM. It is included as part of the DVD set, Buster Keaton Collection: (The Cameraman / Spite Marriage / Free & Easy).

• Braggedy-brag-brag, but my personal show-biz DNA intersects with several of the performers mentioned here:
—My first acting job was just days past my 7th birthday, a skit with Skelton and Jackie Gleason on the Red Skelton Show. Skelton had worked extensively with Keaton, and Keaton had done a version of clown Sliver Oakley's classic one-man baseball pantomime in The Cameraman. The skit I did with Gleason & Skelton was —yep!— about a baseball game. Also, around this time, Skelton did some research for creating his Freddie the Freeloader tramp clown. He visited Coney Island and studied the clown Freddy the Tramp, later "borrowing" some of his bits for his new character. Freddy the Tramp was the father of my long-time clown partner, Fred Yockers. When Fred, Jan Greenfield, and I started the First NY International Clown-Theatre Festival in 1983, Skelton agreed to be honorary chairperson, though we never actually got to speak with him.
—Keaton was on the Ed Wynn Show in 1950, and I was on a tv show with Wynn about nine years later. (There's no way telling which of us Wynn preferred working with.)
— In The Pirate, the great character actor Walter Slezak played the town mayor who (spoiler alert!) is really the pirate Macoco. In 1958 I acted with Slezak on "Beaver Patrol," a comic drama on the U.S. Steel Hour about an eccentric New York uncle who visits relatives in Beverly Hills, takes over a scout troupe, and teaches the spoiled rich kids gritty New York City stuff. Yes, I'm the one looking at the camera. I do remember Slezak as being very affable and a pleasure to work with.

Guest Post: Betsy Baytos on Eccentric Dance & Animation

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I am excited to be continuing with our series of guest posts by eccentric dancer Betsy Baytos, whose Kickstarter campaign to complete a fabulous documentary film, Funny Feet: the Art of Eccentric Dance I hope you will join me in supporting.  As you can see from the article below, Betsy truly knows her stuff. In fact, I doubt there's anyone else out there who comes close to matching her personal work experience in eccentric dance and in animation, combined with years of thorough historical research and tireless dedication to the project. In this installment, you will read  how the comic moves of eccentric dancers were directly translated into famous animation characters. Amazing stuff! —jt

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Buddy Ebsen working out 'character' movement with Walt Disney,
who often used the eccentrics for character inspiration.

When I was first hired as a trainee at the Disney Studios at age 18, I had no idea how animation worked. But my early background in dance proved to be a bonus while working with my mentor, the great Eric Larson, one of Disney's "nine old men." Not knowing any better, I would physically work out the movement (always dance), for the required personal tests. This instinctive ability to translate my extreme flexibility into cartoon characters was a match made in heaven, and I was soon hired as a full-time in-betweener on The Rescuers while assigned to a veteran animator who best suited my style, the amazing Cliff Nordberg (Three Little Pigs, alligators in Peter Pan, Evinrude in The Rescuers, etc.), renown for his over-the-top, character-driven animation.

I had just discovered and was studying eccentric dance and immediately saw a powerful connection. What astonished me most was that the process in creating character, building a gag, and making a step funny was virtually the same between the eccentric dancer and the animator. Their language was identical! I could not wait to get back to Disney and tell Eric, who only chuckled and mentioned that these dancers had been a staple of inspiration for many animated characters from the early beginnings of animation.

It made perfect sense. Windsor McCay, an early pioneer in animation, toured the vaudeville circuit in 1906 as an animated chalk talk act, and followed in 1914 with a stage performance teamed with his Gertie the Dinosaur, at that time breaking ground as one of the first developed personalities in a cartoon. Sharing the bill with the top eccentric dancers and witnessing their cartoonesque, exaggerated movement must have ignited character ideas as it had for many other aspiring animators.

Ichabod Crane

I had to learn more and was stunned when learning that my eccentric mentor, Gil Lamb, turned out to be the spot-on model for Disney's Ichabod Crane in Legend of Sleepy Hollow, as was Buddy Ebsen for Disneyland's Country Bears. The link was getting stronger, as Disney artists Ken Anderson and Joe Grant spoke of the tremendous influence Chaplin had on animation. Grant himself began his career as a Keystone Cop and had used Eddie Cantor and Charlotte Greenwood often as models. The prolific animation historian and writer, John Canemaker, clarified this analogy with his great documentary short of Otto Messmer, who first translated Charlie Chaplin into an animated character.

With Ward Kimball

As animation reflects our times, Chaplin's "tramp" character was introduced the same time as the animated personality was evolving, and much of Chaplin's movement was soon emulated by Messmer's early Felix the Cat character. Vaudeville was a treasure chest of eccentric dancers and visual comedians and a bounty for animators to use as reference in their character work and still is.

I was still processing all this when the amazing Dixieland Band, the Firehouse Five, comprised of animators Frank Thomas, Ward Kimball and other visiting musicians, began playing outside the commissary during lunchtime. I could not help myself and began executing a rip-roaring charleston on the black-top. At first a shock to the Disney employees trying to eat lunch as well as to the animation staff, it opened up a life-changing opportunity — animation choreography! I was soon working with Don Bluthe on Pete's Dragon, and dancing as the dragon Elliott in the parking lot, while tapping into the eccentric character process with a foam tail pinned to my arse. I worked again with Bluthe in Banjo soon afterwards. It was here that Disney allowed me to take an unprecedented leave to tour in Will B. Able's Baggy Pants & Co. vaudeville/burlesque show, followed by Jim Henson's Muppet Show, upon pleading how this rare opportunity would only strengthen my animation, which it certainly did!

Upon returning to Disney, I was thrilled to work on my alter-ego and hero, Goofy, the consummate eccentric dancer, in Mickey's Christmas Carol, and then, again teamed with animator Cliff Nordberg, began work on The Fox and the Hound, animating the owl, Big Mama, and using the broadest character movement we could possibly conjure. It wasn't long before the great animator Andreas Dejas called me in New York to stage the character movement in The Emperor's New Groove. I was one step closer to bringing the eccentric style back into the animated cartoon.

I continued to animate and illustrate, while researching and studying eccentric dance, and when I made the decision to make this documentary, it was vital to film the animators themselves, discussing the eccentric dancer's role in the evolution of animation.

Charlotte Greenwood

Many are represented well in Funny Feet: Richard Fleischer, son of Max Fleisher and a renown Director (20,000 Leagues Under the Sea; Dr. Doolittle) spoke of his uncle Dave Fleischer, a great comic dancer in his own right, as the model for the first rotoscoped character (1915), Koko the Clown. Richard spoke of his sister (then dating a young Ray Bolger), and her eccentric dance act where she popped on and off the screen, and how his father, who loved eccentric dance, most likely modeled Olive Oyl from legmania dancer Charlotte Greenwood.

Steppin Fetchit

Animator Myron Waldman's interview details watching vaudeville/burlesque shows while creating Betty Boop and Popeye, and how Cab Calloway was the model for the "old man in the mountain" and other characters. Chuck Jones' interview was wonderful, detailing how he studied Chaplin, Laurel & Hardy and Keaton, but professed how Groucho's walk became a signature in creating Bugs Bunny!

Buster Keaton

Frank Thomas & Ollie Johnston spoke a great deal about the physical comedians' influence on their own work, specifically citing Chaplin, Laurel & Hardy, Red Skelton, and Buddy Ebsen. Ward Kimball elaborated on always searching for new walks, and how animator Art Babbitt's defining 360-degree walk for Goofy made him a star, and how Steppin' Fetchitt and Keaton played an enormous role in the development of Goofy's character movement and personality.

Joe Barbera, of Hannah Barbara provided incredible details on teaming Gene Kelly with Tom & Jerry, and later, on their ground-breaking collaboration for Invitation To The Dance. Al Hirschfeld, the renown NY Times caricaturist, eloquently spoke of observing, then capturing in line art, all the great eccentrics that graced the NY stage, and how Bolger specifically was inspired in his own movement by Hirschfeld's illustrations.

And the tradition continues, as the next generation of animators (Andreas Dejas, Eric Goldberg and others) understand the importance of observing and tapping into these great 'cartoon' eccentric dancers.

The Princess and the Frog
It all came full circle when the talented animation directors John Musker and Ron Clements (Aladdin, Little Mermaid) approached me to bring the eccentric tradition into their next animated feature, The Princess and the Frog. I was thrilled to have the opportunity to again work with a wonderful animation team, and especially, to introduce this history, a pre-cursor to their own work, to the next generation of incredible hip-hop break dancers. The surprise was instantaneous and I pushed them hard to capture the extreme movement necessary for animation.

The result was the "reference" video below, This was the "Mama Odie" number (the 200-year-old blind sorceress), with two spoonbill birds in the background, which eventually they multiplied to make it look like a flock of birds in a choir. (It was a gospel-type number.) She pantomimes her sidekick, a boa snake which I staged like a boa feather. The key for me was to hire matching body types for the animated characters....so I was very specific on the audition call. I staged seven musical numbers and six dialogue sequences over all.

Buddy Ebsen and the animation grid

Before I even began, I sat with the directors and went over an animatic storyboard, frame by frame, so I could match precisely the sound effects, dialogue and musical punctuation. (As it is all recorded prior to any animation beginning). As you see here, every gesture (head tilt, arm swing, etc....) was broken down frame by frame, (24 drawings a second for feature quality) No motion capture or rotoscope — I staged each number per frame, then one as a looser version, and then a couple of variations on walks (very important) and then one with total improv (in case the performer had an idea, so just let them do what they do best!). They used all as reference only....so they would have the freedom to play with the choreography. Everything was shot against a grid, exactly as with Buddy Ebsen in this photo. It is also filmed in every variation....(overhead, below, side views, etc....)

Choreography to me is not just dance.....it is 'character'.....it's how a character sits, walks, gestures, and even more importantly....not moves, which is sometimes more powerful. It is the art of pantomime...and I make my characters think....why do you walk over there....why do you sigh and slump....why are you jubilant. There must be a reason for the movement. It's all about action and reaction.

What the animators taught me, I heard directly from Ray Bolger when we talked about Once In Love With Amy. He said I had to have a reason for every move I made. It's all the same process, fascinating to me, between an animator and an eccentric dancer. When I worked with the clowns at Cirque, it's something I saw quite a bit. They walk out and do their schtick, but I made them think about character. How your walk on stage is different than another....how your body language defines who you are from the moment you step out onto that stage. Add to that a unique twist that becomes identifiable to your character, which your audience will identify you with. For example, for Dopey the animator Frank Thomas added a "hitch-kick" to his walk, which at first was an accident but became his trademark. All this is important: character, story, body language, and believability to your audience, so they can empathize with you. In animation and eccentric dance, the rules are the same!

Funny Feet can help me imagine a dream to strengthen the relationship between dance and animation, training the two genres to inspire each other once again!
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Click here for Betsy's web site.

Click here for all of her guest posts to this blog.

And stay tuned. More to come!

Donald O'Connor, Gene Kelly, and Two Chairs

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Here's a charming piece where comedy-dance greats Donald O'Connor and Gene Kelly decide to reprise their greatest hits — sitting down! Fun, especially if you're familiar with the dance numbers they're referencing. Thanks to Riley Kellogg for the link!