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Film Review: Till the Clouds Roll By


Till the Clouds Roll By

MGM, 1946 (Color, 137 minutes, Production No. 1369)

The unforgettable melodies of Jerome Kern highlight his own life story - which is also the story of a single man who proved that Americans can write great show music. Kern had to go abroad and achieve success in England before the great producers of his youth would listen to his music. But when they did, it was the beginning of a fabulous career whose milestones are among the greatest musicals of the century.

[from MGM press sheet]

See DVD Review


Produced by: Arthur Freed
Directed by: Richard Whorf
Screen Play by: Myles Connolly and Jean Holloway
Story by: Guy Bolton
Adapted by: George Wells
Based on the Life and Music of Jerome Kern
Musical Direction: Lennie Hayton
Musical Score: Conrad Salinger, Roger Edens and Lennie Hayton
Song Score: Jerome Kern
Orchestration: Conrad Salinger
Vocal Arrangements: Kay Thompson
Judy Garland's Numbers Directed by: Vincente Minnelli
Musical Numbers Staged and Directed by: Robert Alton
Art Direction: Cedric Gibbons, Daniel B. Cathcart
Set Decorations: Edwin B. Willis
Associate: Richard Pefferle
Costume Supervision: Irene
Costumes Designed by:Helen Rose
Men's Costumes: Valles
Hair Styles Created by: Sydney Guilaroff
Make-Up Created by: Jack Dawn
Recording Director: Douglas Shearer
Directors of Photography: Harry Stradling, George J. Folsey
Special Effects: Warren Newcombe
Montages by: Peter Ballbusch
Photographed in Technicolor
Technicolor Color Director: Natalie Kalmus
Associate: Henri Jaffa
Film Editor: Albert Akst

Judy's parts filmed October and November 1945 (she was 23 years old)
Released: January 1947


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)

Musical Program

[0:00] Overture: Till the Clouds Roll By / The Touch of Your Hand (performed by MGM Studio Orchestra and Chorus)
[0:03] Cotton Blossom (sung by the MGM Studio Chorus)
[0:05] Where's the Mate for Me? (sung by Tony Martin)
[0:07] Make Believe (sung by Kathryn Grayson and Tony Martin)
[0:10] Life Upon the Wicked Stage (sung and danced by Virginia O'Brien and Girls)
[0:12] Can't Help Lovin' Dat Man (sung by Lena Horne)
[0:16] Ol' Man River (sung by Caleb Peterson and the MGM Studio Chorus)
[0:24] Ka-Lu-A (played by the MGM Studio Orchestra)
[0:36] How'd You Like to Spoon with Me? (performed by Angela Lansbury and the MGM Studio Chorus)
[0:47] They Didn't Believe Me (sung by Dinah Shore dubbing for Dorothy Patrick, reprised by Dinah Shore)
[0:54] They Didn't Believe Me (sung by Dinah Shore)
[1:03] Till the Clouds Roll By (sung by Ray McDonald and Chorus, danced by Ray McDonald, June Allyson and Chorus)
[1:11] Leave It to Jane / Cleopatterer (sung and danced by Ray McDonald, June Allyson, and Chorus)
[1:17] Look for the Silver Lining (sung by Judy Garland)
[1:32] Sunny (sung by the MGM Studio Chorus)
[1:34] Who? (sung and danced by Judy Garland and the MGM Studio Chorus)
[1:49] One More Dance (sung and danced by Lucille Bremer, dubbed by Trudi Erwin)
[1:50] I Won't Dance (sung and danced by Van Johnson and Lucille Bremer, dubbed by Trudi Erwin)
[1:59] She Didn't Say Yes (She Didn't Say No) (excerpt sung by The Wilde Twins)
[2:00] Smoke Gets in Your Eyes (sung by the MGM Studio Chorus, danced by Cyd Charisse and Gower Champion)
[2:01] The Last Time I Saw Paris (sung by Dinah Shore)
[2:04] The Land Where the Good Songs Go (sung by Lucille Bremer dubbed by Trudi Erwin)
[2:06] Yesterdays (excerpt sung by MGM Studio Chorus)
[2:06] Long Ago and Far Away (excerpt sung by Kathryn Grayson)
[2:07] A Fine Romance (excerpt sung by Virginia O'Brien)
[2:08] All the Things You Are (excerpt sung by Tony Martin)
[2:10] Why Was I Born? (excerpt sung by Lena Horne)
[2:12] Ol' Man River (sung by Frank Sinatra)
[cut] D'Ya Love Me (sung by Judy Garland)

see soundtrack CD review


Judy was pregnant with Liza at the time "Who?" was filmed. In the number, she dances with a group of men, asking the musical question "Who...stole my heart away?" She laughed at the situation, saying "What a song to sing in my present condition!"

Jerome Kern, who was employed by MGM to assist in the making of the film, died shortly before it was finished, so the film became a tribute to his career.

MGM released the soundtrack of the film on 78RPM album (MGM 1) - MGM's first, and the first soundtrack ever released, starting a trend that continues today. The soundtrack has since been released on 33RPM LP (Metro Records M-578) and on compact disc (Sony AK47029).

Unfortunately, this film apparently fell into public domain in the late 1980s or early 1990s. Since then, there have been many, many VHS tapes, laserdiscs and DVDs released by companies who have no concern for quality. Beware when purchasing this film (or soundtrack), that most releases are of very poor quality.

See Judy Garland Movies on Video for information about the latest releases of home video and sountrack.

See Class Act for more information on this and other classic films.

Critical Response

"After raising quizzical eyebrows several times in the casting of Judy Garland as Marilyn Miller in Till the Clouds Roll By, I must now admit that she plays the part astonishingly well...I must say in all honesty that it is difficult to think of anyone who could have done so more successfully."

- John K. Newnham, Dance Film Notes, April 1947

"... A glamorized biography of the late Jerome Kern ... Some twenty-five of the pleasanter personalities MGM owns or could snag for the occasion are on hand, and they go through about two dozen of Kern's graceful, contagious tunes, neck-deep in sumptuous production ... Judy Garland is charming as the late Marilyn Miller and still more charming when she sings 'Who'."

- Time Magazine, 1947

Supplemental Material

Supplement 1: Assorted photographs

See DVD Review

Till the Clouds Roll By Studio DVD

See DVD Review

Classic Musicals from the Dream Factory Vol. 1 DVD Box Set
Buy DVD Box Set

Till the Clouds Roll By Studio VHS

Till the Clouds Roll By Soundtrack CD
Buy Soundtrack CD

Till the Clouds Roll By Poster
Buy Posters

Judy and her "boyfriends"

Judy and Lucille Bremer

Reprint of lobby card for collector's set

Movie still of finale scene

Original Magazine Ad

Original MGM soundtrack album

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