Meet Me In St. Louis (1944) - "A Darker View"
From: Jim's Review's

--Movie reviewer Jim, of the GLBT website, is surprised upon further watching to find out that this 'charming' and 'nostalgic' musical is eerily provocative and offers a darkened outlook on the human condition...Post Oz Judy Garland is in love with the boy next door (literally), and off screen in love with director closeted bi-sexual director Vincente Minnelli. Eerie tales of children's 'anarchic' Halloween rallies and 'Nazi' type initiations under the guise of Trick or Treaters abound. Garland introduces the world to Have Yourself A Merry Little Christmas but according to this reviewer (and I concur), this glorious love story with music--of the most decorative of the age--offers a "surprisingly darker look at a turn of the 20th century family,"...with more than a hint of the existential dread of '40s Film Noir."

Maybe the greatest film I've ever seen and certainly one of the more dreary. But the fact that Minnelli hides and conceals this darkness within his plush costume & design and luminous cinematography (only to to quickly fade to black) is what makes it all the more frightening; which in itself is a commentary on the duality of light/dark; good/evil; and life/death.


The landmark original film musical comedy, Meet Me in St. Louis (1944), offers a stylistically brilliant but surprisingly dark look at the lives, circa 1903, of the well-to-do Smith family: the father Alonzo (Leon Ames; singing voice dubbed by producer Arthur Freed), his wife Anna (Mary Astor), their four daughters, one son, "Grandpa" (Harry Davenport), and garrulous maid Katie (Marjorie Main). The focus, of course, is on star Judy Garland as daughter Esther, who pines for "the boy next door," John Truett (Tom Drake). On Halloween night, Alonzo announces that his law firm has offered him a better position in New York City, and that they will be moving there in two months. This throws the family into turmoil, not only because they are so accustomed to life in their sprawling Victorian mansion in St. Louis, but because of the respective romantic entanglements of Esther, her sister Rose (Lucille Bremer), and brother Lon (Henry H. Daniels Jr.), not to mention the acting out it inspired in little sister "Tootie" (Margaret O'Brien).

Although Meet Me in St. Louis is invariably described as a 'charming' and 'nostalgic' family musical, when watching it for the first time in many years, in this near-perfect DVD transfer, I was struck by its many layers of darkness, both literal (most obviously seen in the dark, shadowy interiors of the Smiths' Victorian 'gingerbread' house; also almost the entire second half of the film, as family members sometimes violently confront the prospect of relocating to New York, is set at night) and thematic, as we will see below. Intriguingly, the darkness seems to rise directly out of the characters, despite their ingratiating energy, and the recesses of their world which they take for granted, from romantic relationships to their traditional yet brittle definition of home. There's plenty of fun in this film (that's guaranteed by Marjorie Main – 'Ma Kettle' herself – as the delightfully cantankerous maid, and many other colorful characters), and it's easy to see why then 21-year-old Judy Garland considered it the finest performance of her career, but there's also much more. I'm not saying that this is some sort of crypto cautionary tale, but the many tensions in this "glorious love story with music" (to quote the original 1944 poster) – which reflect both the purely decorative musicals of its era as well as more than a hint of the existential dread of '40s Film Noir – give it the emotional weight which perhaps explains why it remains, after six decades, not only one of the most revered but evocative of all film musicals.

Although producer Arthur Freed bought the rights to the autobiographical stories by Sally Benson (the real-life Tootie), it is Minnelli, with his complex – some might even say conflicted – vision (he was reputedly the most closeted of Hollywood's gay or bisexual directors), who makes the film his own. Before briefly surveying his career, it's worth noting that a year before this film, Benson was a co-writer on the Hitchcock masterpiece, Shadow of a Doubt (1943), which also focused on an infatuated teenage girl even as it explored the darkness underlying a seemingly happy middle-class milieu. That film and this one would make quite a double bill.

ImageVincente Minnelli (1903–1986) created some of the most substantially entertaining films of the mid-twentieth century. Among the three dozen pictures he directed are Meet Me in St. Louis (1944), The Pirate (1948), Father of the Bride (1950), An American in Paris (1951), The Bad and the Beautiful (1952), The Band Wagon (1953), Lust for Life (1956), Gigi (1958), Bells Are Ringing (1960), and two films with overt GLBT content: the groundbreaking drama Tea and Sympathy (1956), which directly looks at the complexities of sexual orientation, and the rarely-shown fantasy/comedy Goodbye Charlie (1964), about a womanizing gangster who is murdered but comes back to earth as a woman (Debbie Reynolds, no less!).

Born into a vaudeville family, Minnelli's first show business jobs were as a highly-touted costume and set designer in Chicago, then Broadway, and inevitably Hollywood. There producer Arthur Freed brought him into his legendary "Freed Unit" at MGM, and oversaw his directorial debut with the folk musical Cabin in the Sky (1943), featuring Lena Horne, Ethel Waters, Louis Armstrong, and an entirely African-American cast. Minnelli continued at MGM for a quarter century (longer than any director in the studio's history), specializing in musicals, romantic comedies, and melodramas.

Although for inspiration he often turned eclectically to art history, especially Surrealism, his visual imagination is genuinely cinematic. He loved flamboyant color in his sets and costumes, and intricate visual patterns, but never allowed those elements to freeze into static compositions. From the first, he was a master of intricate movements, both with the camera and in editing. He employed sometimes dramatic crane shots and swirling textures of fabric, color and light, while skillfully – and sometimes subversively – playing those foreground effects off the carefully-chosen background details. As we will see in Meet Me in St. Louis, only his third film as director, Minnelli is able to create a subtle counterpoint between foreground and background, both visual and dramatic, to comment on, and enrich, his characters and themes. Although meticulous in his research, he was not afraid to exaggerate historical authenticity for the effects he wanted. In an interview, Minnelli once noted, "I feel that a picture that stays with you is made up of a hundred or more hidden things."

Minnelli also excelled in his work with actors, bringing out career-defining performances from stars as diverse as Judy Garland, Gene Kelly, Spencer Tracy, Leslie Caron, and Kirk Douglas. His best works are not only wonderfully engaging on a first viewing (The Band Wagon is maybe the funniest film ever made about the theatre; Lerner and Loewe's Gigi is arguably the finest musical ever written directly for the screen), their visual complexity and sometimes emotional and thematic density also repay close attention.

In Meet Me in St. Louis, among the most unexpected changes from a standard musical comedy were the genuinely raw emotions which Minnelli elicited from the two stars, Judy Garland and Margaret O'Brien. In fact, if this film were just one more of the hundreds of movie musicals churned out by studios it would certainly have shared their fate: oblivion. Instead, it is enjoyed, celebrated, and (sometimes) analyzed in an attempt to get at the source of its special power.

There is a lot of energy in this film, both through great character actors like Marjorie Main as the delightfully irascible maid Katie (who was based on the real-life woman of the same name) and young O'Brien (whose role we'll look at more below), a rich variety of songs (both four new ones – including three which became standards: "The Boy Next Door," "The Trolley Song," and "Have Yourself a Merry Little Christmas" – and others from the turn of the century period when the film takes place), and genuine narrative momentum. Of course, there is also the energy of Minnelli's dazzling, and original, visual style. But part of the film's power also comes from the unexpected darkness at its heart.

Perhaps some of the tensions which run throughout the entire film, and sometimes burst into the foreground (most notably in the Halloween sequence, which significantly comes at the center of the film), can be explained by the times in which it was made: the anxious middle years of World War II. In a way, it yokes together, in a strangely satisfying fashion, two of the most popular genres of its day. On the one hand, we see the largely decorative romantic musical comedy (some of the most successful of which were made at MGM and starred Judy Garland, including Strike Up the Band and Babes in Arms – both of which Minnelli helped choreograph before being promoted to director); on the other hand, the brooding existential tensions of Film Noir. Also released in 1944 were such masterpieces of that genre as Double Indemnity, Gaslight, The Woman in the Window, Laura, and Murder, My Sweet.

Another source for the tensions onscreen can be found behind the camera, primarily in Minnelli himself. Although he was married four times, and is of course the father of Liza Minnelli – from his marriage to Garland (which lasted from 1945 till 1951), he was gay/bisexual. In Get Happy: The Life of Judy Garland, biographer Gerald Clarke details some of Minnelli's same-sex experiences, both before and after his most famous marriage. Yet he lived perhaps the most closeted life of Hollywood's many GLBT filmmakers (an outstanding resource is William J. Mann's Behind the Screen: How Gays and Lesbians Shaped Hollywood 1910–1969; he devotes one section to discussing the many key members of the 'Freed Unit' who were GLB). Some people also detect a distinctly "gay sensibility" in Minnelli's films, very much including this one, in the way he brings out the elements, both stylistic and emotional, which other pictures left in the background, from over-the-top color and intricate background textures to the surprising intensity of emotion, which musical comedies invariably gloss over "with a laugh and a smile and a song" (to borrow a line from Bells Are Ringing).

Judy Garland as Esther Smith (which she said was the favorite role of her entire career, which of course included The Wizard of Oz, Cukor's A Star is Born, Judgment at Nuremberg), contributed not only to the film's romantic appeal, as she captures yearning to the final degree, but arguably to the many offscreen tensions as well. To keep her sveltely appealing to a mass audience, MGM's studio doctors began giving her prescription "speed" to lose weight and then tranquilizers to help her sleep, beginning a destructive cycle that would continue until it killed her in 1969 at age 47. Garland's many biographers have also noted her countless romantic frustrations, including her infatuation with the All-American "boy next door" in this picture, actor Tom Drake, who was gay. After a failed night in bed, she didn't speak to him for the rest of the shoot. Although Garland apparently knew that Minnelli was gay, she married him anyway; happily, Liza was one of the joys of her life.

And what about Vincente Minnelli? He had a desire for artistic acclaim, commercial success, and a lovingly secure home life, yet he was fully aware that as a gay man he could never have any of those things working within the studio system – which he knew he needed to provide him with the costly materials he needed to embody his artistic vision. At close to $2 million, Meet Me in St. Louis was then a very expensive film, although its lavish sets and costumes were re-used many times over the years.

It might also be argued that symptomatic of the film's subtle but pervasive onscreen tensions was the never-ending plague of illness and injury which bedeviled the cast and crew. Garland reported sick for three weeks during production, but almost all of the major performers were stricken for at least a few days during the five months of principal photography (November 11, 1943 through April 7, 1944), which saw the film go substantially over budget. MGM had nothing to worry about, though, as it went on to become one of the year's highest-grossing attractions, not to mention one of their signature classics.

I believe that an important part of this film's genuine power – and one reason why it still resonates so strongly after sixty years – comes from an aspect which is all but subliminal. While it works beautifully as a musical comedy, it is also suffused with an extraordinary and unexpected interplay of tensions, even darkness. That split, between sweetness and anxiety, works so well because it is completely integerated – you might even say hidden (in plain sight) – into every aspect of the film: musical numbers, dramatic structure, characters, and the extraordinary visual design.

Before exploring that resonantly dark recesses, let's briefly look at the film in historical context. Meet Me in St. Louis was being conceived in 1943 even as Rodgers and Hammerstein's Broadway show Oklahoma! was changing the form of the musical, both stage and film, forever. Many theatre historians consider Oklahoma! the single most important musical ever written because it clarified, and perfected, the complete integration of character, story and musical number – and that ideal became the high standard against which all subsequent works in the genre were measured, including this film. In the opening sequence notice how Minnelli keeps driving the action forward even as he introduces the major characters, by running the title song through a half dozen continuous mini-scenes, some of which are spoken, others sung (emphasizing the age contrast in the Smiths, only young Tootie and, a moment later, the elderly Grandpa sing). Rodgers and Hammerstein would certainly have smiled approvingly, even as they received royalties for a deleted song ("Boys and Girls Like You and Me") from Oklahoma! which almost made it into this film, until it was cut to bring down the lengthy running time (the DVD includes a fascinating photo reconstruction of the number along with the complete unused soundtrack recording). (Let me also note that Rodgers and Hart prefigure this fluid musical narrative structure in Rouben Mamoulian's landmark musical comedy film Love Me Tonight (1932), in which the infectious song "Isn't It Romantic?" is picked up by one character after another throughout a dozen scenes, creating one of the greatest musical sequences in film history; Mamoulian not only directed the original Broadway productions of Porgy and Bess (1933), Oklahoma! and Carousel (1945) but several classic films including the definitive Dr. Jekyll and Mr. Hyde (1935) starring Fredric March.)

In perhaps a tip of the (top) hat to musical modernism, only a couple of songs (Garland's solo "The Boy Next Door" and her chorus number "The Trolley Song" – which sold an astronomical 500,000 copies before the film even opened!) are structured like those in a traditional Broadway show, with characters bursting into song and reality be darned. Most of the numbers are integrated realistically (ahem!) into the action.

ImageThe four original songs were written by Ralph Blane and Hugh Martin, hot off their Broadway hit Best Foot Forward. Although the two shared credit on all of their work, they actually almost never collaborated. Each man wrote the full music and lyrics himself for any given song; and both have remained mum for decades about who wrote what. However, we learn from a documentary on this DVD that Hugh Martin is the sole creator of "Have Yourself a Merry Little Christmas." In fact, he almost threw it out because he didn't know how to finish it and because his initial version of it was bleak, almost despairing: this was to be the "last Christmas" for the Smith family. Of course, that reflects the many dark elements of this film, which I will look at in a moment. But even in its final more-cheerful final version, this beloved Christmas song is used dramatically to emphasize the despair of Esther and especially Tootie, to whom she sings the song while the two are alone in a dark, empty room on the eve of the family's relocation (below, the entire house is dark and empty, except for stacks of boxes and suitcases). Immediately after the song ends, Tootie runs out into the night crying and smashing all of the elaborate snow people she's built.

Another of the three standards from this film, "The Boy Next Door," is as much a paen to yearning, frustration, and melancholy as young love. Even an uptempo number like "The Trolley Song" can be seen as a reflection of the pervasive anxiety which underlies the film's gaily-colored exterior. Think about what this song is actually saying (or singing): Esther is blurting out, with melodious hysteria, her innermost feelings of desperation to a group of total strangers. Weirdly, they join right in. Perhaps strangest of all is that Garland sings much of the song, before her heartthrob John Truett finally arrives, to a carefully-groomed young man who's a dead ringer for Vincente Minnelli. From one point of view, this number is even more unsettling than buoyant, even with its exhilarating production values and smart choreography by Charles Walters (who later directed the Garland classics Summer Stock, Easter Parade, and many more pictures – and who was able to lead a relatively open and happy life as an out gay director with a life partner, as we learn in Mann's book Behind the Screen). And let's not forget that immediately after this ride (I wonder if that streetcar was named "Desire"?) we are in the creepy Halloween sequence at the film's structural – subtextual and emotional – center.

ImageMinnelli also puts the period songs in contexts which can be seen as disturbing. Before the high spirits of the Esther and Tootie cakewalk duet of "Under the Bamboo Tree" (although I can't ignore the overtly racist lyric, that aspect would have raised fewer eyebrows in 1944), we have Tootie singing "I Was Drunk Last Night." I don't profess to being the most politically-correct film reviewer, but the sight of a little girl in a nightgown feigning drunkenness to an adoring crowd disturbed me, as if W.C. Fields somehow had been crossed with Jean Benet Ramsey: yecch!

The strangeness in several of this film's musical numbers are matters of inflection, as well as song choice. But the dramatic structure is unusual on a deeper level. Unlike any other musical, Broadway or Hollywood, of its time, Meet Me in St. Louis is not plot-driven; rather it is based around clearly-defined but loose situations which highlight character and mood. Surprisingly, this accumulative dramatic technique – which is not strictly speaking episodic – looks ahead to later works, such as the films of Robert Altman (Nashville, Gosford Park), Jim Jarmusch (Stranger Than Paradise), and several other often independent filmmakers. There has even been a provocative comparison made between the narrative form of this film and Yasujiro Ozu's Early Summer (1951). We can be thankful that MGM lost the bidding war on the Broadway play Life With Father (with 3,224 performances this 1939 play by Howard Lindsay and Russel Crouse (father of actress Lindsay Crouse) remains the longest-running non-musical play in Broadway history) and had to "settle" for Sally Benson's autobiographical stories. (Michael Curtiz's 1947 film of Life With Father, which I just re-saw, is at best lackluster – a far cry from Casablanca and Mildred Pierce.) To the eight original "5135 Kensington" pieces, published in The New Yorker between 1941 and '42, Benson added four more to the book version, with each of the dozen vignettes taking place in a different month during 1903–04. The screenplay is credited to Irving Brecher (who had previously written for the Marx Brothers) and Fred Finklehoffe (who co-wrote several earlier Garland pictures), but it also employed a battalion of uncredited writers (which was typical of the studio system), including Benson. Minnelli had the writers whittle the twleve months of tales down to four sequences, one for each season, beginning with summer 1903.

In keeping with my dark reading of this film, note how much of the action revolves around lying. The picture begins with the maid and family in collusion trying to get the father out of the house so that Rose can have some privacy for the long-distance call from the boy she's in love with. As with so many of the other little "schemes" in this film, the plan fails. Notice how when Rose's beloved "Yale man" Warren Sheffield calls her long distance from New York, Minnelli composes the shot with her wedged into the left while the remainder of the frame shows her entire staring family, just a few feet away, craning their necks to hear whatever they can. Lack of privacy can be hilarious... or unsettling... or both.

You will see many more instances of characters' duplicity througout the film, but for me the most disturbing involves Esther and John. Desperately in love with the handsome All-American boy next door, Esther concocts a scheme in which, as soon as she's alone with him, she feigns fear of putting out the lights alone (there might be a mouse!). During the most romantic scene in the film, Minnelli has the young would-be lovers literally, and metaphorically, gradually plunge the house into darkness. It's also significant that as the scene progresses he progressively shoots it from a higher angle – until the camera is literally overhead looking down at the pair – even as he creates increasingly unbalanced, skewed compositions. For some viewers this may be the height of True Romance, but I found it – like so much else upon re-viewing this film – unsettling, although that made the film more emotionally complex and involving than ever before.

Yet another striking narrative technique which Minnelli employs comes in the late scene, at the winter dance, when John proposes to Esther. Although Minnelli has shown us, in great detail, the events leading up to this momentous scene (including Rose helping Esther squeeze into her corset to the point where Esther can't even breathe: there are many Procrustean forces at work in the world of this film) he omits the actual marriage proposal. He has that moment pass 'between the frames,' as he brings us back to Esther and John, shivering in the freezing outdoors, as she gets both literal and metaphorical cold feet (ostensibly because her familiy will be moving away in a couple of days).

There is a lot of humor throughout the film, which is no surprise since this is a musical comedy. But the laughs often have a nasty undertone, as we've already seen in several scenes. Note that when, at the end of the film, Mr. Smith finally caves in and agrees to give up the better job in New York, he says, "We're going to stay right here until we rot." Mrs. Smith adds, smiling, "We haven't rotted yet": to which I add, Hmmm. A moment later, Rose's fiancee (not knowing that she and the family are remaining in St. Louis) storms in in a hypermasculine huff and shouts, "I've decided that we're going to get married at the earliest opportunity and I don't want any arguments." Pause. "I love you." Then he immediately storm out. Whether or not Rose's matrimonial machinations have led to his declaration, this would-be comic moment casts a troubling shadow over their incipient married life. The film is also filled with scenes of miscommunication, perhaps the most melodramatic (and would-be comical of which) occurs, on that fateful Halloween, when Esther slugs John after misinterpreting the injured Tootie's remarks. When I watched the film yet again, I noticed dozens – and dozens – of moments which are both "funny" yet unsettling in their implications. If you also choose to go looking for barbs amidst the brightness, happy hunting!

In the absence of a clearly- and traditionally-structured narrative, the film relies heavily on character to give it coherence. We have already looked at the major scenes of Esther, but the most revealing character is Tootie. Not only is she played with ingratiating abandon by Margaret O'Brien (who won a special so-called Oscarette for the role), she allows Minnelli many opportunities to set up a subtle but striking counterpoint between the brightly-colored surfaces of this family comedy and the subtextual undercurrents which I sense interest him even more. (Although The Pirate is far from a perfect film, it is Minnelli's most overtly dark musical, and it provides for an intriguing comparison with this film.)

"It will take me at least a week to dig up all my dolls in the cemetery," Tootie exlaims with disgust, when Mr. Smith announces – on Halloween night – that he has accepted his law firm's promotion to head the New York office. Tootie's line is a scream, of course, but it takes on resonances which are less comical and more disturbing when seen in the full context of her character. For instance, she makes other comments throughout the picture about how she's mutilated and buried her dolls. You wonder if she might be an ancestor of the Addams Family.

Although Tootie pops up in most of the scenes (which helps hold this "plot-less" film together), and usually steals whatever scene she's in, her biggest moment occurs at the structurally central Halloween sequence. This is not only the best part of the film but also perhaps the most influential: you can see its influence on films as diverse as Night of the Hunter, To Kill a Mockingbird, Spielberg's 2002 director's cut of E.T. The Extra-Terrestrial (which restores his extended Halloween sequence with its thematically-important moments of genuine anarchy), and many more. Speaking of Spielberg, having recently re-seen Schindler's List, I was especially non-plussed by Tootie's actions. Not because of her ghoulishly elaborate get-up as the ghost of a bearded tramp (I'll let you speculate about what an upper-middle-class girl knows about homelessness) but because of how she interacts with the other kids, most of whom are also in cross-dressed costumes, throwing what looks like perfectly good furniture and books into a giant bonfire and giggling about "killing them all." The apparent ring-leader is a boy dressed as a woman with enormous breasts and a stock villain's twirling moustache, who tells Tootie, "If you don't hit Mr. Braukoff in the face with flour and say 'I hate you' the banshees will haunt you forever."

Tootie has never met her neighbor Mr. Braukoff, but that does not stop her from going to his gabled manse, which looks eerie but no more so than the Smith family mansion. Minnelli has just shown us how Tootie pumps herself up into a hysterical rage by telling her slightly-older sister Agnes and other kids about how he kills cats, "beats his wife with a red-hot poker," and has "whiskey bottles in his cellar" (what else: weapons of mass destruction?) The climax comes when she knocks on his door then screams "I hate you!" to Mr. Braukoff, whom she does not know at all except through gossip, and actually throws a handful of flour into his face. Whoah! Cute touch that his fierce-looking but actually gentle bulldog laps up the flour (although I doubt any dog is a flour-lover). But even with the pooch, this scene is the most overtly disturbing in the entire picture.

ImageThat was quite an initiation ceremony for Tootie – but initiation into what? Isn't this the same kind of mindless indoctrination Hitler was then using, only the Nazis used something rather more toxic than flour on their hated enemies. When Tootie returns, the other kids tell her how great she is. Shrieking with laughter, Tootie throws a chair onto the bonfire, shouting "I'm the most powerful!" I think it's worth asking, What does that mean? The core of darkness running throughout the film provides a tacit explanation. This motif of childhood violence is picked up later, during the eerie scene in the snow immediately following "Have Yourself a Merry Little Christmas," in which the frustrated Tootie, who fears that imminently she'll be forced to leave St. Louis (her provincialism and self-deception are revealed "cutely" in an early scene when she tells a delivery man, "Wasn't I lucky to be born in my favorite city") violently smashes the snow figures representing her family. Minnelli visually emphasizes this climactic moment by bathing the nocturnal yard in huge swathes of blue and yellow, making the scene both more abstract and, extraordinarily, more visercal too.

Throughout the film Minnelli reveals his genius through the way in which he uses visual style, in many forms, both to (re)create the long-lost world of the film even as he exposes the anxieties which it desperately wants to gloss over.

This was Minnelli's first film in color; and it was shot by George Folsey (who did most of Minnelli's films, as well as Adam's Rib, Forbidden Planet, and dozens more) with art direction by Lemuel Ayers (who had just designed Oklahoma!; he later produced the original Broadway production of Cole Porter's classic Kiss Me, Kate), Cedric Gibbons & Jack Martin Smith, set decoration by Edwin B. Willis, and costume design by Irene Sharaff. Although I have seen this film used as an example of "flat" studio lighting of the period, that is not accurate. As you can see in this pristine new DVD, it is a film filled with shadows and dark recesses (recall the first love scene between Rose and John in which they literally put out all the lights in the house). The film's second half begins during the extended Halloween sequence, and in fact almost all of the remaining major scenes (Mr. Smith announcing the move a few minutes later, the big winter dance sequence and its aftermath, the final scene at the World's Fair) occur at night. And except for that brief World's Fair coda, the second half of the film occurs during the cold, dark months of the year. Structurally, and with apologies to Eugene O'Neill, you could waggishly retitle this film A Long (Summer) Day's Journey into Night.

The winter dance scene begins with an evocative break-away shot, as the camera – after remaining outside – literally breaks through the wall of the house and continues tracking (in both the cinematic and predatory senses of the word) the lavishly-dressed dancers. This shot reminds us of how often Minnelli employs a voyeuristic inflection throughout the film, showing us hidden moments which the characters would likely prefer we never glimpse, including Rose repeatedly pouring out her heart.

Garland's Esther, even more than the Tootie, is the center of this film, both as a character and as star, giving one of the greatest acting and singing performances I know. But strangely, her face has a mask-like quality in this film, very different from her earlier "kid" pictures. Although she had by now played a couple of adult roles and consequently balked at returning to a juvenile role again, Minnelli convinced her of what a great role Esther was. He also concocted a whole new look for her. I assume that she is wearing a wig, because her hair seems unnaturally long and straight. But the major change, which Garland continued to use for the rest of her career, came through makeup. With Minnelli and makeup artist "Dottie" Ponedel (who had previously created Marlene Dietrich's "look"), Garland had her hairline tweezed, eyebrows raised, eyes made to look bigger (through white liner on her lower eyelids), and lower lip made fuller (by extending her lipstick). Garland loved her new "look;" but I find it subtly wrong and distancing. Minnelli even emphasizes the masklike look of her face in the early scene with Esther and Rose singing a brief reprise of the title song by paralleling them with two plaster busts on the opposite side of the frame. And that unreal – even vulnerable and brittle – quality connects, on a deeper level, with the film as a whole. While the surface – of Esther, her family, even their house – is beautiful and bright, you can sense the strain needed to keep it that way. And near the end of film, the rawness of Garland's heartbreak at the thought of having to give up John is palpable. That connects with the equally intense and painful emotions which O'Brien as Tootie revealed. And visually, Minnelli underscores just how fragile and mutable this world is by those stark images of the bare, dark house, littered with packing crates, which Esther and Tootie return to after the opulent, brilliantly-lit winter dance.

In fact, throughout the entire film Minnelli offers trenchant visual commentary on Esther, and her world, with the countless shots of her, and others, framed – or is it trapped? – within or behind bar-like verticals: window frames, doorways, bannisters and other rigid structures, whether at home or even while singing on a trolley. (Shades of Fassbinder's Effi Briest.) A few shots would be one thing, but Minnelli returns to this 'entrapment' motif dozens of times. It also points up the tension between the bright colors of the elaborate costumes (despite the thorough period research, they are obviously exaggerated) and the heavy, dark, oppressive – and repressive – Victorian decor (recreated in meticulously oppressive detail by Minnelli, right down to the filligrees). For all the eye-popping color of what characters wear, the Smith house has ample room for Noirish shadows in every corner, even before we see it deserted at Christmas.

The film's primary visual device is the constant reiteration of darkness – both literal and metaphorical – which serves as more than a motif; it gives a dramatic and emotional coherence, an organic feel, to the entire picture which, from the perspective of conventional structure, is disjointed and 'un-dramatic.'

The final scene is a perfect capstone. The (majority of) Smiths get their wish to attend the World's Fair in what is still their own home town. Yet even this 'happy ending' has an underbelly: virtually every time that the Fair was mentioned, here and throughout the film, some character inevitably reminds us that it is "built over a swamp" – and that theme is reinforced by Tootie's otherwise incomprehensible gushing over seeing a recreation of "the Galveston flood," which climaxes with "dead bodies" everywhere. The conservative side of family values has literally kept them rooted (or as Mr. Smith implies, 'rotted'), for better or worse, right where they've always been. And does the Fair itself, with its superficial tipping of the hat to various (sanitized) 'world cultures' enrich the Smiths? The film doesn't say. But it does present us, in its final shot, with the most egregiously phony image in the entire film: the World's Fair as a shockingly cheesey matte painting – the art of which had been perfected decades earlier.

Surprisingly, this image reminds us that although there is a deep split in the film between darkness and light (reflection, understanding, integration), the film is basically "straight," shorn of irony: think of how often, say, Buñuel dealt with these themes while brilliantly wearing irony on his sleeve. Perhaps if Minnelli had been able to let the film to become more overtly reflexive (which of course MGM would never have allowed), its precarious structure would have collapsed in on itself. But instead he layers it with commentary both subtle and provocative, not to mention deeply subversive. Instead of larding the picture with easy ironies, Minnelli uses the very conservatism of the characters and their world to point up both their rigidity and their strength.

Watching the film again, the darkness – which permeates every aspect of the picture – makes the light all the more pungent, even as knowing something about the tormented private lives of the director and star makes the film (even) more poignant. As the film reveals its troubling depths, which I had missed (or perhaps only intuited) when seeing it as a child, it also seems more honest and deeply moving than ever.