Remake Rumble: Waterloo Bridge (1931) vs Waterloo Bridge (1940)

In the Remake Rumble, I’ll throw one (or more) versions of the same film into the ring and let them fight it out.  I’ll discuss the good and the bad, and end with the ultimate judgement of the best version.  Judgements can be appealed through well-reasoned arguments in the comments section.


In this inaugural edition of the Remake Rumble, Mae Clark and Vivian Leigh spar for the best portrayal of the doomed dancer-turned-prostitute Myra in their respective adaptations of Robert Sherwood’s World War I play Waterloo Bridge.

I first watched the original 1931 version nearly a year ago when I was writing about the pre-code films.  At the time, the story interested me, but I had my hands full writing about the deliciously remorseless up-to-no-good dames in Baby Face (1933) and Red-Headed Woman (1932).

But over the past eleven months, Waterloo Bridge stayed with me.  It’s the kind of movie Universal (and Warner Brothers) liked to make in the dawning days of sound—cheaply made films about the dregs of society who view the world with a jaundiced eye but somehow manage to hang onto their dignity in an indifferent world.

Such a person is Myra, the American chorus dancer in London who falls on hard times and resorts to prostitution to keep a little food on the table and a little gas in the lamps of her dirty flat.  Her quick fall from grace is symbolized when an admirer who sees her dancing in the chorus sends her a fresh, white mink that is the envy of the other dancers.  Only moments later, we flash forward to her fall from grace—the mink, now tattered and seedy, is her uniform when she walks the streets.

During an air raid on Waterloo Bridge (where Myra is trolling for a client), she meets Roy Cronin, an American soldier on leave.  In her flat after the raid, she and Roy share a loaf of bread.  Roy takes in the squalor of her flat and offers to help her by paying her rent.  He does not realize Myra’s profession despite all the obvious signs.  He’s earnest and naive, and his charity insults Myra.

She throws him out, then invites him back.  Like many soldiers of the time, Roy fears his life may be short and wants to live while he can.  For a man like Roy, that doesn’t mean a romp with a cheap London whore.  He wants to save Myra from her bad luck.

He wants to marry her the next day, before his leave is over and he has to head back to the front.

Much of the rest of the film is Roy’s almost pathetic insistence that Myra marry him.

Roy comes from a wealthy family.  He can take care of her financially, she can live with his family while he is at war.  Myra’s friend Kitty gleefully points out that if he dies in the war, she will receive his pension.

And she genuinely cares for Roy.

It’s her way out.

And yet Myra refuses.

Again and again she refuses, quite violently.  

I will admit, I didn’t quite understand why the first time I watched the film.  It struck me that she hated him, that she wanted him to leave her alone.  But this time, it sunk in.

It’s not pride:  Myra despises herself.  

If a good man like Roy married a soiled woman, it would humiliate him and his family.  Even if he can’t see it, Myra can.

I also think—though it’s not directly spelled out in the film—that Myra can see that in the long run, they would never work.  He would grow to hate her.

She’s a fallen woman, lower than dirt.  But to trap Roy into a marriage?

That’s a line of self-respect she cannot cross.  And she cannot bear to tell him the truth about her, to lose the love she sees in his eyes.

If he was a mark, she would take him for all she could.

She can’t marry him because she loves him.

And turning down her own happiness, her own salvation, is a kind of torture.

Marrying Roy is the ultimate poisoned apple, and Myra, already fallen, refuses to take the bite.

The last twenty minutes of the film is brisk and searing.

Roy has taken Myra to visit his family, and to press his marriage suit.  Roy’s mother is kind to Myra, but makes it clear that she does not approve of the marriage.  In the middle of the night, Myra goes to see his mother and admits to her what she cannot admit to Roy:  she is a prostitute.

The mother is kind but in full agreement that Myra must leave immediately.  

Before she goes, she tells his mother, not in defiance, but as a way of making his mother bear witness to her sacrifice, “I could marry him, if I wanted to.”

“I know, my dear.”

“I just wanted you to know that.”

“Yes, I know , Myra.  You see I happen to know you’re rather a fine girl.”

“Fine?  I’m not.”

Roy tracks her down one last time, and having promised both herself and his mother to push him away, she tells him she hates him, that she is laughing at him.  At this, she throws her head back, anchors her joined hands on her forehead, and lets out a maniacal laugh.

The first time I watched, I thought it was a bit ridiculous, overacting on Clark’s part.  But I see it differently now—as a primal scream of agony, a plea to god to quit tempting her.

She ultimately agrees to marry Roy before she sends him back to war—a promise I don’t believe she ever intended to keep.

But we will never know, as Myra is killed in an air raid on Waterloo Bridge, a crowd surrounding her unseen body and the mink sprawled across the ground.

A scant nine years later, MGM remade the film with Vivien Leigh and Robert Taylor, perhaps the hottest stars in Hollywood in 1940.

Though key aspects of the story remain the same, MGM and the strictly enforced production code wash away much of the grime of Myra’s tale.  

Universal and Warner Brothers were the studios that made cheap films showcasing society’s underbelly, but MGM was filled with big budgets, glamour, and fairy tales.

Waterloo Bridge (1940) spends nearly three-quarters of the film laying the groundwork to make sure Myra doesn’t lose our sympathy when she descends into prostitution. 

Vivien Leigh’s Myra is a ballerina, not a chorus girl.  She meets and falls in love with Robert Taylor’s significantly more dashing and charismatic Roy Cronin.  

Taylor’s Cronin takes her out to a romantic dinner, where the orchestra plays with candles burning.  They dance to Auld Lang Syne, and as each section of the orchestra drops out, they extinguish their candles until Taylor and Leigh are waltzing in the dark.

It’s an enchanting scene, establishing the love between them in a way the original film never does.  The two have a chemistry that Clark and Douglass simply lack.

Taylor’s Cronin comes across as romantic and in charge.  His marriage proposal is one from a man who knows what he wants and is confident he will get it, where the original Cronin often comes across as desperate.

Because the MGM version insists that Taylor and Leigh fell in love before her fall into prostitution, the plot then has several contrivances as to why they cannot marry before he must go back to the front—first, the reverend tells him there can be no marriages after 3 pm, and then the next day Taylor is called unexpectedly—and immediately—back to the front before the wedding.

Thus, when Taylor’s Cronin is killed in the war, there’s no pension for poor Myra, who was fired from her job as a ballerina for missing a performance to be with Cronin.

The film documents Myra’s descent—she and roommate Kitty grow hungry, then Myra grows sick when she learns of Cronin’s death.  Unbeknownst to Myra, Kitty begins hitting the streets.  

When she learns the truth, Myra is aghast:

Myra:  “You did it for me.”

Kitty:  “No, I didn’t.  I’d have done it anyhow.  No jobs.  No boys who want to marry you.  Only men who want to kill a few hours because they know it may be their last.”

Myra:  “Kitty, you did it for me to buy me food and medicine.  I’d sooner have died.”

Kitty:  “No, no you wouldn’t.  You think you would, but you wouldn’t.  I thought of that…but I wasn’t brave enough.  I wanted to go on living.  Heaven knows why, but I did, and so would you.  We’re young and it’s good to live.  Even the life I’m leading, though, God knows it–I’ve heard them call it the easiest way.  I wonder who ever thought up that little phrase.  I know one thing–it couldn’t have been a woman.  I suppose you think…I’m dirt.”

And Kitty is right, at first.  Myra does turn to prostitution.  

Until Cronin shows up alive, after a year in a German prison camp.

And thus Leigh’s Myra is finally at the predicament that Clark’s Myra faced almost immediately—should she marry a man knowing what she is?

Like Clark, Leigh tells Roy’s mother the truth.  This mother is more shocked than the original mother and wants to take the night to think things over.

Leigh cuts right to the heart of things when she says, “I could make you understand.  But it wouldn’t help me.”

And in the end, she too dies on Waterloo Bridge, but this time she isn’t a casualty of fate.  She could pursue a life of prostitution when she thought Roy was dead, but now that he’s alive she can’t live with or without him.

She steps deliberately in front of a convoy of Red Cross trucks and lets them run her down.  Instead of the mink, we see her good luck charm on the street beyond the crowd surrounding her unseen body.

So which version wins the rumble?

In many ways, these two films can be seen as a study in pre and post code film, similar to Red Dust (1932) and Mogambo (1953).  

The 1940 version seems like it should be the better film.  It has bigger stars with better chemistry.  Leigh’s greatest accomplishment is that while this film was made only a year after Gone With the Wind, she doesn’t once make you think of Scarlett O’Hara in her portrayal of Myra, a feat I would’ve believed impossible.

There’s no doubt it’s the better romance.

And yet….

Waterloo Bridge is a gritty story, and the 1931 version allows more of the grime to show.  You can practically feel how dirty Myra’s flat is, how desperate and low class she is as she strikes matches across the wall to light her cigarette and pinches money from Roy to run the gas lamps for a few more minutes.

She’s a desperate, cynical girl.  She’s a prostitute through and through, and her selfless moment with Roy is her salvation.

In the 1940 version, Vivien Leigh’s Myra is never allowed to become a prostitute, not in her bones.  She’s a woman who works as a prostitute, but the script keeps reminding us that she’s “not really” this woman.  They’re so worried about keeping the censors off the case and the audience’s sympathy with Myra that the plot is filled with contrivances.  Her suicide at the end is as much about herself as it is her love for Roy.

Through no fault of Leigh, her Myra is just not allowed to be as interesting as Mae Clark’s version.

In the 1940 version, we never see Leigh engaging in acts of prostitution.  In her first time, we see only the back of her head, and hear the man’s voice without seeing him at all.  

In the freewheeling 1931 version, when a john asks Clark’s Myra what she’s doing, she gets right to business and says, “Oh, just looking for a good time and wondering where the rent’s coming from.”

You could never get away with a line like that in 1940.

The 1931 story is briskly paced, jaded, and rough around the edges.

Just like the heroine of its story.

And so to my surprise, and perhaps yours, I am awarding the 1931 Waterloo Bridge the victor over its better remembered (and more beloved) 1940 remake.

Also, Robert Taylor broke Barbara Stawnyck’s heart when he cheated on her with a younger woman and is thus dead to me.

Not that I would let a thing like that cloud my judgement.

Want more?  Click here for an index of all posts in this series, as well as source notes and suggested reading.

East Side, West Side (1949): The Real Housewives of 1940’s New York

Director Mervyn LeRoy has a stable full of thoroughbreds and he lets them run.

Let’s get this straight right off the top:  I love this film.

We’ll start with James Mason, who plays Brandon Bourne, a rich man who knows all the right people, goes to all the posh places, wears tailored suits but beneath that thin veneer is nothing but a weak, worthless cad.  He cheats on his devoted wife as a matter of course, safe in the knowledge that she will accept—if not believe—his flimsy excuses about where he’s been and his empty promises that each time is the last time.

Gardner and Mason

Though Brand will take up with any beautiful woman who will have him, Isabel Lorrison has her claws in particularly deep.  Ava Gardner is never better as the woman who knows she can snap her fingers and make another woman’s husband come running.  Her part in the film is smaller than the others, but she makes her mark, stealing every scene she’s in.

You’ve got Van Heflin, an excellent actor who isn’t as remembered as he should be playing Mark Dwyer, the man who is everything Brandon Bourne is not, and who longs to show Brandon’s wife what real love and devotion look like.

Stanwyck and Van Helfin

And at the center of it all, you’ve got Barbara Stanwyck as the stoically long-suffering wife, Jessie Bourne.  Through all the subplots about Mark Dwyer and his childhood friend, Brand and Isabel, a murder mystery, and an exploration of the different neighborhoods in New York, this is a film about how Jessie Bourne comes to leave her long marriage.  You watch her suffer the small indignities of having to pretend everything is fine with her friends while they all know the truth of her husband’s infidelity.

The film is filled with scene after scene you can feast on:  Brand coming home after staying up all night and groveling to Jessie, who keeps forgiving but not managing to forget.  A reticent Jessie squirms with discomfort when her friend (in one of Nancy Reagan’s first roles) questions her about Brand’s philandering.  Isabel taunting Brand, knowing he won’t be able to give up their trysts.  Mark Dwyer and Jessie falling in love while he makes eggs and mushrooms in her kitchen.  The icy showdown between Jessie and Isabel.

Gardner and Stanwyck face off

It’s all leading to Jessie finally calling it quits.  When Brand comes home to face the music for the final time, I couldn’t wait for Jessie to let him have it.  I wanted this shy, stoic woman to finally let it rip—to scream, list his myriad indiscretions, throw things at him.

But this is not Jessie Bourne’s way.

In one of the best acted scenes of Stanwyck’s long career, her Jessie Bourne listens carefully while Brand lists all the reasons she should take him back one more time.  He’s scared because he knows how far he’s pushed her this time, but he believes—he always believes—that he can find a way to get her back.

When he’s finally finished, Jessie looks at him with dry eyes.  You can hear the tears in her throat, but she’s done all the crying she’s ever going to do for Brandon Bourne. No screaming, no throwing things—Brandon has finally killed all Jessie’s love for him and there’s nothing either of them can do to change it.

Stanwyck kills the delivery, and it’s a damn shame I couldn’t find a YouTube clip of it. This tumbler gif from duchesscloverly will have to do:

East Side, West Side is a well directed, excellently acted melodrama.  It’s the life and love of New York City’s upper crust in the 1940’s.  It’s got everything—love, drama, murder, infidelity.  

It’s a fine film that should be more celebrated and remembered.

Give it a shot.

Want more?  Click here for an index of all posts in this series, as well as source notes and suggested reading.

Beer and Blood and Grapefruit

#9 Golden Age of Hollywood Series

To study old American movies is to study American history, which makes you realize what a winding road we’ve taken from landing the Mayflower to Zooming our way through the 2020 pandemic.

From my modern viewpoint where congress could not agree on the fact that the sky is blue, I find it impossible that two-thirds of congress and the states once agreed to outlaw the sale, manufacture, and importation of alcohol.  

Welcome to Prohibition.

For thirteen years, from 1920-1933, the country was dry.

Dry on paper, that is.

For on the one hand, the temperance movement was celebrating the elimination of alcohol and all its evil effects, poverty and disease chief among them.

On the other hand, it was the Roaring Twenties, one of the most romanticized periods of American history, where the rich drank champagne while wearing flapper dresses and tuxedos, while the lower class packed into speakeasies for a taste of bathtub gin.

The twenties were a complete contradiction.  That sounds more like the America I know.

Prohibition created a huge vacuum in the supply of alcohol, but the demand remained.  Someone willing to break the law to fulfill that demand stood to make a killing.

Enter the bootlegger.

Al Capone

As Al Capone, the first and most famous bootlegging gangster said, “I give the public what the public wants.”

Hollywood did the same.

Because gangsters were another American contradiction.  At once envied and feared, valorized for their ostentatious wealth and rebellion against an unpopular law and vilified for fighting like animals over territory and leaving the city streets soaked in blood.

Producer Jack Warner was interested in making films about the gritty life of those on the bottom rungs of society’s ladder.

MGM had their stars, Universal had their monsters, and Warner Brothers had gangsters.

Little Caesar was the first full talking gangster film, the story of the rise and fall of two friends, Rico Bandello (Edward G. Robinson) and Joe Massara (Douglas Fairbanks Jr.)  

Rico and Joe move to Chicago, where Rico ruthlessly works his way to the top of a gang of organized crime.  As he ascends from enforcing thug to top dog, Rico buys expensive suits, expensive cars, expensive guns.

Little Caesar…Robinson even looks like Capone

Joe loses his taste for the violence and falls in love.  He wants to make an honest living as a dancer, but learns quickly how difficult it is to quit the mob.

Rico is addicted to money, power, and the thrill of danger.  It gets lonely at the top, and despite the women, money, and booze, Rico grows paranoid and angry.  He must always look over his shoulder and stay one step ahead of the cops and his enemies.

Rico has a moment of redemption when he finds he cannot kill Joe, despite the fact that Joe’s girlfriend intends to spill the mob’s secrets to the police.  

But as the film takes pains to show—mainly to get it past the regional censors—a life of crime doesn’t pay and Rico’s descent is swift and complete.  The cops dismantle his organization, and he ends up living in a homeless shelter, all his fancy clothes and women gone.

Rico dies in the gutter he was once so proud to have crawled out of.

To the dismay of those who wanted cleaner pictures, Little Caesar was a box office hit.

Despite the ending, the film promoted a romanticized view of organized crime.  Children idolized Rico and his fancy lifestyle but quickly forgot the moralizing title cards.

While the censors wrung their hands, Jack Warner ordered up another picture just like it.

The Public Enemy is even better.

The film opens with the protagonist Tom Powers as a young boy.  We see that while he has a decent mother and father, Tom is a bad seed with a predilection for stealing and cruelty.

He purposely trips a girl who’s roller skating and his father takes a strap to him that is obviously well worn from prior whippings.

James Cagney plays the adult Tom Powers as he works his way up the ranks of an organized crime gang that sells bootleg beer.  For the first time in his life, Tom has power and money.

His upgraded suits, fancy cars, and false charm are just a veneer over the surface of his thin skin.  Violent and insecure, he can’t let even the smallest slights go unavenged.

Tom tries to give a wad of cash to his mother (who is only too happy to believe his lies about where it comes from), but his brother Michael rejects it and accuses Tom of hiding behind a gun.  Insulted, Tom tears the money to pieces and throws it in Michael’s face.

Later, Tom proudly brings a keg of his bootlegged beer to a family dinner.  Michael throws the keg across the room, shouting that Tom is a murderer and the keg is full of “beer and blood.”

With a chilling grin of cruelty, Tom tells his war hero brother, “Your hands ain’t so clean.  You kill and like it.  You didn’t get them medals for holding hands with them Germans.”

He shoots Putty Nose in the back years after Putty Nose left him behind to be caught by the cops on his first job.

And most famously, when his girlfriend gets on his nerves, he smashes a grapefruit in her face.  The look he gives her before he walks away is one of pure contempt.

(Poor Mae Clark—after a forty year career that spanned into the 1960s and featured dozens of leading roles in the pictures, and even a stint on General Hospital, she will forever be remembered as the girl who took a grapefruit to the face)

More even than the public enemy, Tom is his own worst enemy.

He has partners not friends, sex not love, greed not mercy, pride not duty.

Tom couldn’t change even if he wanted to, and comes to a bad end when his enemies leave his disfigured body on his mother’s doorstep.

There is a through line that runs from these early Warner Brothers films to Bonnie and Clyde (1967), The Godfather (1972), Goodfellas (1990), Casino (1995), right up to Martin Scorsese’s 2019 Oscar nominated film The Irishman.

As time passes the films get bloodier, alcohol shifts to cocaine, and the f-word litters every page of the script, but at their core, these films are about broken men who find power only in the way of the gun.

Want more?  Click here for an index of all posts in this series, as well as source notes and suggested reading.