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TCM Archives'
Forbidden Hollywood Collection
Volume One
Waterloo Bridge, Red-Headed Woman, Baby Face

Warner DVD / TCM Archives

Waterloo Bridge, Red-Headed Woman, Baby Face

1:37 flat full frame
Street Date December 5, 2006

Reviewed by Glenn Erickson

The facts about Hollywood censorship in the pre-code era have been established: By pressuring the major studios, a small group of lobbyists, political appointees and church ideologues seized control of what the motion picture industry could and couldn't portray on the screen. Twenty years later, political opportunists would claim that a cadre of intellectual Communists was attempting to subvert motion picture content, but the evidence of any such plot having an effect on what was produced is negligible. Meanwhile, every major release in this country was already tightly controlled by the stringent puritan views of a real cadre of power brokers. Saying that movies were 'better' for this is like excusing Mussolini because he made the trains run on time (an untruth!).

In 1934, the freedom of the screen was surrendered into the hands of the self-appointed moral watchdogs. For the next thirty-four years, every film seeking a circuit release had to be cleared by this non-elected, highly prejudiced group. This indeed meant the end of nudity and sex jokes, but it also made it impossible for movies to present rounded characters. Adult themes were frequently reduced to simplistic oppositions of Good and Bad. The puritanical tone limited women to a narrow range of acceptable conduct. Independent women in films almost always voluntarily gave up their career ambitions and found happiness as housewives.

After 1934, Pre-Code movies were either suppressed or drastically cut, and many no longer exist in their original uncensored form: Love Me Tonight, A Farewell to Arms. Others with radical political content are still shown only infrequently: This Day and Age, Beast of the City. But some have been restored, such as Cecil B. DeMille's outrageous Sign of the Cross. It played on television for years in a revised version that eliminated the sex and gore, and framed the entire story as an inspirational flashback from the cockpit of a bomber over Europe!

The Forbidden Hollywood Collection Volume One offers one major new restoration of a Warner Bros. picture and two forgotten / neglected / suppressed (choose one) classics from Universal and MGM. The three are good examples of the kind of film fare that scandalized the bluenoses and brought down the axe on creative freedom in filmland.

Waterloo Bridge
1931 / 81 min.
Starring Mae Clarke, Kent Douglass (Douglass Montgomery), Doris Lloyd, Frederick Kerr, Enid Bennett, Bette Davis, Ethel Griffies
Cinematography Arthur Edeson
Art Direction Charles D. Hall
Film Editor Clarence Kolster
Written by Benn Levy, Tom Reed from the play by Robert E. Sherwood
Produced by Carl Laemmle Jr.
Directed by James Whale

This first Forbidden Hollywood offering isn't overtly scandalous; it's a quality show representative of the kinds of adult themes that suddenly became verboten under the code. An adaptation of a prestigious play, Waterloo Bridge shows the plight of a 'bad woman' who doesn't want to ruin a young soldier's life. Mae Clark's London streetwalker is shown plying her trade, a code no-no. The film has been scarce for the last 75 years.


Myra Deauville (Mae Clarke) came to London as a showgirl but is now a streetwalker. She meets young Canadian soldier Roy Cronin (Kent Douglas, a.k.a. Douglass Montgomery) and is shamed when he doesn't realize what she does for a living and treats her like a 'nice girl.' They enjoy a brief romance and he invites her to the family estate, where she admits her real status to Roy's mother (Enid Bennett). Back in London, Myra promises to marry Roy but decides that the only way to avoid heartbreak is to run away from him.

Waterloo Bridge is a straightforward production about a wartime love ruined by fate. Poor Myra has fallen on hard times and has somehow drifted into life as a hooker, exactly the reason parents would do anything to keep their daughters from running off to join a show. Myra and her streetwalking partner Kitty (Doris Lloyd) don't seem to have pimps, which simplfies and falsifies the situation somewhat.  1

The point of the story is that wartime throws all kinds of people together, and naíve lovers from all classes fall into relationships that have no future. Myra is completely out of place at Roy's country house even though his family makes her feel welcome. She knows the truth will come out eventually and just can't face it. The lovers met on Waterloo Bridge and are eventually forced to part there when Roy is summoned away with the troops. Myra could marry Roy before he leaves. Considering the real possibility that he'll be killed in battle, what's the best thing to do?

Waterloo Bridge was directed by James Whale and is the big success that allowed him to do Frankenstein later the same year. Mae Clark went on to be attacked by Boris Karloff's monster in the same movie. Historically speaking, this first Waterloo Bridge has been buried under the glossy 1940 MGM remake starring Vivien Leigh and Robert Taylor. It changes Myra's profession; she's now a ballerina. What is Universal's Waterloo Bridge doing on a Warners disc? When MGM bought the remake rights from Universal, the older version must have been part of the deal. The same thing happened with the 1941 version of Dr. Jeckyll and Mr. Hyde: MGM bought Paramount's Fredric March version along with the remake rights and stuffed the original film away in their vaults as if it never existed. And it had been an Oscar winner!

But Mae Clark is excellent; besides Frankenstein 1931 saw her being hit with a grapefruit by James Cagney in The Public Enemy. Doris Lloyd went on to play a number of memorable roles, including Mrs. Watchett in The Time Machine -- she's the old lady who asks which books H.G. took to the future with him. Dotty old Ethel Griffies is Myra's landlady; she played the same part in the 1940 version as well as crazy landladies in pictures like Stranger on the Third Floor and The WereWolf of London. But Ethel's best-remembered part is the aged ornithologist in Alfred Hitchcock's The Birds. Bette Davis also has a small role as Roy's sister.

Red-Headed Woman
1932 / 79 min.
Starring Jean Harlow, Chester Morris, Lewis Stone, Leila Hyams, Una Merkel, Henry Stephenson, May Robson, Charles Boyer
Cinematography Harold Rosson
Art Direction Cedric Gibbons
Film Editor Blanche Sewell
Written by Anita Loos from a novel by Katherine Brush
Directed by Jack Conway

Jean Harlow's slinky tramp character in Red-Headed Woman is one of the least pleasant 'glamorous' female characters in '30s movies. Although Harlow shows every sign of being able to act, this picture makes us think her popularity was mainly derived from an avoidance of underwear. She jiggles and wiggles all over the place; it's a voyeuristic pre-code Harlow vehicle all the way. Oh, and there's a story and other actors and stuff in there somewhere too.


Stenographer Lillian Andrews (Jean Harlow) shocks even her roommate Sally (Una Merkel) with her scandalous deceptions to catch a rich husband. Lil sets her eyes on the happily married Bill Legendre Jr. (Chester Morris) and manages to drive a wedge between him and his loving wife Irene (Leila Hyams of Island of Lost Souls). By forcing herself on the hapless executive, Lillian finally breaks up his marriage. The weakened Bill marries Lillian, but she becomes furious when the town elite snub her. To once again force the situation, Lil seduces a rich business associate of Bill's, the elderly C.B. Gaerste (Henry Stephenson), and then blackmails him to set up an advantageous social 'get together.'

Savant has a grudge against MGM factory movies of the Golden Age. Whenever they tackle social issues, they almost invariably get it wrong. Many so-called scandalous pre-code movies are actually liberating. Cheating wives and lovers may be immoral, but they often refuse to adhere to the strict social rules of the day that insist that women be subservient and submissive to their husbands, fathers and any other male authority figure. Sex roles are a social issue and therefore are political. Sex in movies is often political. The politics in MGM movies is often pathetic.

In Red-Headed Woman, Harlow's brazen home wrecker and all-around b**** is the only rotten apple in a smoothly-running snob society. She crosses the tracks to the right side of town by lying, cheating, and using her body like a weapon to take advantage of male weakness. Even Barbara Stanwyck in Baby Face isn't as vile: Stanwyck sets out the bait but her victims are equally guilty for snapping it up. Harlow's pushy Lillian barges into places when she isn't invited and physically throws herself at Chester Morris' Bill. She's the only guilty party. Bill 'can't help' reacting to her charms; it's implied that nobody can. Lillian is just Evil, and her example is fuels the prejudice agains poor girls that want to better themselves -- they're all obviously tramps. It's a very puritanical story.

MGM's trashy concept of naughty fun is to play up the on-screen hanky panky, which isn't the main factor in either Waterloo Bridge or the much sexier Baby Face. Harlow and Una Merkel are always finding excuses to undress: "Hey, you're wearing my pajamas! Give them back!" As the camera pans back and forth between the women, skin hawks will spot about ten frames of honest-to-goodness Harlow nudity, and what the gossips said about the ice appears to be accurate. 2


As the show winds down Harlow actually becomes a villain. The movie has an unpleasant 'after sex' scene with Harlow and the wrinkly old Henry Stephenson, which is really weird. The snooty society people are all sympathetic. When Harlow's cheating game finally breaks down, she's simply forced to leave town. The plot even works in a ridiculous shooting incident, which I'll bet was a last-minute change to add some excitement. If you close your eyes, you can see Irving Thalberg ordering the re-shoot, complete with a montage of newspapers. (This is of course a wild personal guess.)


Exactly what the finish is supposed to represent is a mystery. Lillian ends up in Paris with her chauffeur-lover (Charles Boyer, testing the waters in Los Angeles), in the company of an eighty year-old French millionaire. She's fled the country but seems to be doing okay. Are we supposed to want her to be boiled in oil? Red-Headed Woman creates a sex toy for our enjoyment, and then preaches that she's scum. The only lesson here is the contrast with later Hollywood films. Post- code enforcement movies were unyielding in making sure that practically all moral crimes -- adultery, fornication, greed, murder, being of the wrong race -- were punished severely, often by convenient deadly accidents and shootings.

Savant never subscribed to the Jean Harlow cult and therefore doesn't respond properly to every her beautiful close-up, revealing wardrobe change or small details in the phony voice she affects. Jean's indeed a dazzler, but few of her starring vehicles really impress. Red-Headed Woman has all the earmarks of a racy sizzler, but comes off as politically stifling.

Baby Face
1933 / 71 76 min.
Starring Barbara Stanwyck, George Brent, Donald Cook, Alphonse Ethier, Henry Kolker, Margaret Lindsay, Arthur Hohl, John Wayne
Cinematography James Van Trees
Film Editor Howard Bretherton
Written by Gene Markey, Kathryn Scola, Darryl F. Zanuck
Produced by William LeBaron
Directed by Alfred E. Green

The fattest fish in this pre-code fry is Baby Face, a racy soap opera about a heroine who sleeps her way to eventual happiness in the business world. This one was so hot that it was pre-censored by the studio before its release. The resulting film was still considered shockingly immoral, and wasn't allowed to be screened after the 1934 code crackdown.

In 2004, a researcher found that a print kept at the Library of Congress just happened to be an uncut version finished before any censorship. Warners has included both versions of the film to allow a detailed comparison. We get to see the studio's clever handiwork, cleaning up the show's most flagrant excesses while doing as little re-shooting as possible.


Slum girl Lily Powers (Barbara Stanwyck) revolts against her father (Robert Barrat), who runs a speakeasy and pimps her to the coal miners. Taking the advice of a learned friend to use men to get what she wants, Lily hops a New York-bound freight with her father's maid, Chico (Theresa Harris). She gets a job at a bank by 'stepping into the next room' with a clerk, and quickly moves up to better jobs by dispensing sexual favors. One discarded lover refuses to accept that his place has been taken by the bank's president, and a murder results. Can Lily twist the scandal in her favor, or will the new president, ex-playboy Courtland Trehholm (George Brent) ruin her plans?

"Who, me? Yeah, I'm a regular ball of fire."

Morals? What are morals? Baby Face casts a cynical eye at the working world of 1932, when a good job was something a person might kill for. Saucy Lily Powers is basically a child prostitute when cobbler-philosopher Adolf Cragg (Alphonse Ethier) gives her advice straight from Nietzsche: Take care of #1, go directly for what you want, and let nobody steer you from your path. Lily knows how to bend foolish men to her will, and Baby Face shows her using that talent without the slightest restraint. At the New York bank, Lily extends her charm even to the guard on the street, and literally hops from one floor to the next, seducing male employees along the way. Alfred E. Green's clever camera hops with her from one window to the next (on a clever miniature of the building), as we hear a sassy rendition of The St. Louis Woman.

Lily's rise is fast. She picks up eager partners and discards them just as easily. The chubby boy in the employment office hands her over to a clerk, played by a hot-to-trot John Wayne. Lily drops Wayne as soon as he hands her off to his supervisor. The office girls think Lily's a pig, but nobody spills the beans or rats on her. She's ready with the right attitude and excuses at every step. At a crucial juncture she entices a middle manager into sex in the ladies' room, and is caught by top executive Ned Stevens (Donald Cook). The poor dope gets fired, but Lily immediately worms herself into Stevens' affections, pushing out his fiancée (Margaret Lindsay). When Stevens' boss tries to intercede, Lily puts the moves on him.

All of this happens so fast that we can hardly keep up; Barbara Stanwyck's quick thinking and icy resolve will be the envy of politicians everywhere. Little if anything in the script is artful but the sheer outrageousness of it all is amazing. Sugar Daddy J.P. Carter (Henry Kolker) offers to get Lily a piano for her furnished penthouse, and she turns him down cold ... it would remind her too much of her old job, she snaps, where a piano played all the time!

All we have to do is see Stanwyk's come-hither expression before a fade or dissolve and hear the jazzy music, and further erotic details are unnecessary. Baby Face never resorts to the peekaboo baloney of Red-Headed Woman. For about half the picture, the maid Chico serves as an admiring witness and cheering section to Lily's exploits, like Mae West's domestic servants. Chico is played by Theresa Harris, who also has extended memorable scenes in I Walked With a Zombie ("Better doctors!") and Out of the Past ("Because that's what I weigh myself!").

Baby Face ends with Lily learning a lesson about love and coming out a winner. She's not made to pay for her amorous crimes and moral transgressions, even though they've resulted in a man's death. And that's in the censored version, the one that played for one season and then was more or less shelved for forty years.

Comparing the two versions shows us exactly what the studio did to clean up the film before release, to change content that made even Warners nervous. In the cut version crooked politician Ed Sipple (Arthur Hohl) arranges to 'spend some time alone' with Lily in her father's speakeasy. Lily slaps him, and he leaves. The newly-unearthed uncut copy extends the scene to show Sipple explicitly pawing Lily before she cracks him over the head with a bottle.

The cleverest alterations come in the cobbler's shop where Adolf Cragg advises Lily to use her sex appeal to conquer men. The uncut version is harsh and to the point, but for the release version, new dialogue has been added. Cragg now offers some contradictory phrases about 'doing the right thing' and 'learning right from wrong,' lines played off the back of his head, of course. Lily's marching orders are no longer as ruthless.

Lily and Chico hitch a freight to New York. In the release version, they settle into an empty boxcar and the scene fades. The uncut version continues to show Lily preparing to have sex with a railroad employee so he won't call the cops. Chico rolls her eyes and wanders off to the other end of the car, singing St. Louis Woman again.

The conclusion of the cut version adds a really lame scene back in the Bank's board room. The assembled old coots acknowledge that Lily's jewels have bailed out the bank. Illogically, the now penniless Lily and her husband Courtland have gone back to the Pennsylvania mining town, and he's become a coal miner! The moral imperative in the cut Baby Face is to emphasize that the bank is still solvent!

Warners Forbidden Hollywood Collection Volume One comes on two discs, which appear to have been mislabled: The one that the packaging says should contain Baby Face has the other two films. The transfers are all good. The uncut Baby Face is cleaner and better framed than the release version, which is a bit tight on all four sides. The other two pictures look fine, although the audio on Waterloo Bridge is a bit low.

Turner Classic Movies shows a good docu on pre-code Hollywood called Complicated Women, but it doesn't appear on this disc. The only extras are a trailer for Baby Face and a brief introduction by Robert Osborne. Incidentally, when Baby Face premiered on TCM Osborne hawked the DVD right in his opening spiel; I don't recall that being done before. Everybody's selling ... this must be America.

I certainly hope Warners continues with this Forbidden Hollywood line because there are some real treasures in the pre-code films of Warner Bros., MGM and even RKO. Back in the early 1990s Savant edited montages to promote these 'naughty' pictures on old VHS and Laserdisc releases, and had a great time working with all of the snappy double-entendre sound bites, exposed thighs and waggling eyebrows. "Woo hoo!"

On a scale of Excellent, Good, Fair, and Poor,
Waterloo Bridge rates:
Movie: Very Good
Video: Excellent
Sound: Excellent
Red-Headed Woman rates:
Movie: Good
Video: Excellent
Sound: Excellent

Baby Face rates:
Movie: Excellent
Video: Excellent
Sound: Excellent
Reviewed: December 9, 2006


1. The two hookers stand in front of a theater playing Chu Chin Chow, a show that ran for years in London. Myra says she foolishly turned down a dancing job when it opened; she could have been working all this time. Chu Chin Chow is frequently referenced during the 1910's and 20s as a 'show that never closes.'

2. I always thought a good throwaway gag for some movie set on the MGM lot would be to show an ice truck stopped at the main gate. The driver simply asks which stage Harlow's shooting on.

DVD Savant Text © Copyright 2007 Glenn Erickson

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