Till The Clouds Roll By
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Production

On June 15, 1945 Judy Garland married Vincente Minnelli. It was her second marriage, and his first. It seemed like a match made in MGM Heaven. Vincente had just risen to fame as the studio's premiere musical director. And, he was the man responsible for Judy's seamless transition from juvenile parts to adult roles. In fact, it was Vincente who took Judy a step further in making her, with the invaluable help of make-up maven Dottie Ponedel, into MGM's premiere leading lady of their musicals. Three of Judy's four previous films had been directed by Vincente: Meet Me In St. Louis - 1944 (in which Judy was made up for the first time by Dottie); Ziegfeld Follies - 1946 (Judy's number filmed by Vincente in 1944); and The Clock - 1945 (Judy's rare foray into a straight dramatic role).

Upon their return from a 10 week honeymoon, Judy announced that she was pregnant. The studio wasted no time in re-scheduling her scenes for Till The Clouds Roll By. Although the film was directed by Richard Whorf, Judy's numbers were the creation of her husband. When watching the film, Judy's scenes do have a different look to them. Especially the musical numbers.

Playing the part of Broadway legend Marilyn Miller, Judy was originally to perform three numbers: "D'Ye Love Me?", "Sunny"/"Who?", and "Look For The Silver Lining". The latter two had been huge hits for Miller, but due to Vincente's direction and of course, her own special magic, Judy made them into her own. The first number, "D'Ye Love Me?" would be deleted from the film prior to its release. And with good reason. The surviving footage of the number (available only on the MGM/UA Laser Disc "The Composers Collection") shows a number that is very static and slow. It was to take place during the circus number ("Sunny") but it obviously impeded the flow of the number before it leads into "Who?". Even Vincente Minnelli made a few misjudgments. The footage show's Judy mugging right after the number is completed, showing that maybe she realized the number was a misfire.

The rest of Judy's sequences are excellent, and she is glowing throughout. With good reason. While filming "Who?" she was close to losing it, finding it hysterically funny to be running around singing "Who stole my heart away?" to a group of men while in her "condition" as an expecting mother. During their honeymoon in New York, Judy and Vincente were walking along the Hudson and Judy took out a bottle of pills and threw them in, vowing to never take them again. She would stay off the pills until after her pregnancy. The future was bright, and Judy was looking forward to a new baby and domestic bliss. Judy completed her work on the film on November 7, 1945.

Till The Clouds Roll By was a first for producer Arthur Freed. It was the first time the studio would make a musical "biography" based on the life of a composer/songwriter. Arthur Freed would have his hopes of having the first musical of this kind dashed when, in 1945 during the production of Clouds, Warner Bros. would release their version of Cole Porter's life entitled Night And Day and starring Cary Grant as Porter. But Freed's production of Clouds would prove to be the more popular of the two. Very loosely based on the life of Jerome Kern, the film was really an excuse to show off the abundance of musical talent at the studio, as well as their technical "know how" and slick production values. Kern himself was a participant, but died early in the filming, necessitating the script to be fictionalized even more. The end result doesn't really portray Kern's life accurately, but that didn't really matter. Kern's life was pretty void of any "tabloid scandal" or real heart wrenching drama. Instead, he was lucky to be able to concentrate on being one of the pioneers of the American Musical. It's Kern's melodies, married to Oscar Hammerstein's words, that make the seminal musical Show Boat so powerful. As Till The Clouds Roll By shows, Kern was able to write serious, thought provoking music as well as fun and light ditties. In fact, Kern's music is so beautiful, and so beautifully arranged and orchestrated by Conrad Salinger, that the studio decided to release several of the songs as pre-recorded for the film on the first MGM Records soundtrack album.

In 1937, Walt Disney released a few of the songs from Snow White And The Seven Dwarfs on a limited RCA two record set, but MGM's release of Clouds on record became the first ever "original soundtrack album". Previously, artists would prerecord songs for films at the studio and then turn around and record "singles" versions of some of those songs for play on the nation's ever growing jukeboxes. Throughout the 1930's and 40's, Judy recorded many of her film songs under contract to Decca Records, sometimes with arrangements that differed greatly from those heard in the actual films. In 1947, when the Clouds soundtrack came out, it coincided with the completion of Judy's contract with Decca. And of course, MGM was only too happy to include Judy's songs as a part of any album as she was the studios top musical star.

This was Judy's third of four "guest appearances" in an MGM all-star extravaganza. She appeared as herself in Thousands Cheer in 1943 singing "The Joint Is Really Jumpin' Down At Carnegie Hall", and again as herself in the wickedly funny satirical "Madame Crematon" number for Ziegfeld Follies (Judy's number filmed in 1944 but the film was not released until 1946), and then again as herself in the 1948 composer biopic Words And Music - which was her last appearance singing and dancing with Mickey Rooney on film. However, Judy's guest appearance in Clouds is as an actual historical person, and it's by far the best of her guest spots. Judy is presented as a glamorous leading lady of Broadway, singing in beautiful voice and looking spectacular. Judy had really blossomed into the studio's preeminent musical leading lady.

After completing her work in Clouds, Judy take a much needed vacation from the studio and give birth to daughter Liza Minnelli on March 12, 1946. Judy would enjoy over a year of relaxation before reporting back to MGM in 1947 with a new contract paying her over $5,000 a week (in 1947 dollars!), and an exciting new project in The Pirate (1948).

Clouds would go on to become one of Judy's most popular MGM films, even if she's only in it a short time. Part of this is due to MGM Records including Judy's songs from the film in just about every compilation they would release from the 1940's through the 1980's. The other part is due to the copyright on the film being allowed to lapse in the 1960's, making it a part of the public domain - and Judy's numbers became some of the most seen of any of her work. They were the easiest and cheapest for companies to include in any documentary or compilation that included Judy's years at MGM. Which isn't a bad thing. Although sometimes the picture quality is horrendous, I can't think of a better encapsulation of Judy's beauty and talent at this golden time in her career.

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Timeline

The timeline for Judy's part in Clouds isn't very long. Filming proceeded at a brisk pace, partly due to Judy's pregnancy, but mostly due to the fact that Judy was an extremely quick study. She only needed a fraction of the rehearsals that most musical stars required. Thus, the studio was able to include Judy in several dramatic scenes as well as two musical numbers, all in the span of one month.

DATE
EVENT
10-02-45
First day of work for Judy on Clouds. Judy prerecords "Look For The Silver Lining".
10-09-45
Judy prerecords "Who". The time between this date and 10-15-45 would be spent on filming Judy's dramatic scenes.
10-15-45
Judy prerecords "D'Ye Love Me" and "Sunny". "D'Ye Love Me" will be deleted from the film. The footage exists, and is on the now out of print laser disc The Composer Collection from MGM/UA in 1996.
10-16-45 thru
11-06-45
Filming proceeds swiftly on Judy's numbers.
11-07-45
Final day of filming is devoted to finishing the "D'Ye Love Me" number.
The film would not be released until January 1947.

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Media
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NOTE: In 1947, MGM Records released the first "movie soundtrack album" ever when it released the soundtrack of Till The Clouds Roll By. The limitations of the time meant that only 8 songs could fit on the four 78 rpm records (8 sides total) that made up an "album". Long playing 33 1/3 rpm records were several years away. Judy's "Who" would be a slightly shorter version than heard in the film, and "Look For The Silver Lining" would have a few seconds trimmed for records as well.

In 1976, "Out Take Records, Inc." released "Cut! Out Takes from Hollywood's Greatest Musicals" on LP. A three record series, the albums presented to the public, for the very first time, songs recorded for but cut from MGM (and a few 20th Century Fox) musicals. Judy's outtakes provided the bulk of the tracks on each album (her Clouds outtake "D'Ye Love Me" is included in volume one). With varying sound quality, these were the only resources for fans to hear these little known gems until Rhino Records began restoring the MGM pre-recordings in the early 1990's.

Buyer beware! Because Clouds is in the public domain, several "bootleg" editions of the film exist on video and DVD. These are awful looking and sounding prints. MGM/UA has legitimately released the film on video and laser disc. Since Warner Bros. has taken over the MGM library, they have yet to release the film, restored, on DVD.

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Photos
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Credits

Release date: January 3, 1947
Production: 1945 through 1946
Cost: $2,841,608
Judy's numbers cost a total of $468,305.52
($198,224.95 for "Who; $248,682.97 for "Sunny/D'Ye Love Me"; and $21,397.50 for "Look For The Silver Lining").
Total Gross: $6,724,000


Cast:
Robert Walker ... Jerome Kern
Judy Garland ... Marilyn Miller
Lucille Bremer ... Sally Hessler
Joan Wells ... Sally as a girl
Van Heflin ... James I. Hessler
Paul Langton ... Oscar Hammerstein
Dorothy Patrick ... Mrs. Jerome Kern
Harry Hayden ... Charles Frohman
Paul Maxey ... Victor Herbert
Mary Nash ... Mrs. Muller

Guest Stars:
June Allyson
Kathryn Grayson
Lena Horne
Van Johnson
Tony Martin
Dinah Shore
Frank Sinatra
Gower Champion
Cyd Charisse
Angela Lansbury
Ray McDonald
Virginia O'Brien
Caleb Peterson
William "Bill" Phillips
Wilde Twins (Lyn and Lee)



PRODUCTION CREDITS:

Produced by: Arthur Freed
Directed by: Richard Whorf (Judy Garland's numbers directed by Vincente Minnelli)
Screenplay by: Myles Connolly and Jean Holloway (story by Guy Bolton, adapted by George Wells, based on the life and music of Jerome Kern)
Music by: Jerome Kern
Musical Direction: Lennie Hayton
Vocal Arrangements: Kay Thompson
Orchestration: Conrad Salinger
Musical numbers staged and directed by: Robert Alton
Photography: Harry Stradling, George Folsey
Editor: Albert Akst
Art Direction: Cedric Gibbons
Filmed: In planning since 1940,
Judy's parts filmed October and November 1945 (she was 23)
Released: January 1947

The Judy Room thanks Mike Siewert, Eric Hemphill, Jamin Fowler, & Kim Loeffler for providing many of the images and artwork seen in these pages.

A special thanks to Scott Schechter for his invaluable book "Judy Garland - The Day-by-Day Chronicle of a Legend", which gives invaluable data about this and all of Judy's films.

And to Hugh Fordin and his wonderful book "MGM's Greatest Musicals - The Arthur Freed Unit" which also provides invaluable data on all of Judy's films produced by Arthur Freed.

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