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Born This Way: Why 1954’s A Star Is Born Is Still The Best

“When all the world is a hopeless jumble,
And the raindrops tumble all around,
Heaven opens a magic lane.
When all the clouds darken up the skyway,
There's a rainbow highway to be found…”

This prelude to Harold Arlen and Yip Harburg’s ageless ballad, “Over the Rainbow,” unused in “The Wizard of Oz,” is sung by Ally (Stefani Joanne Angelina Germanotta, a.k.a. Lady Gaga) near the beginning of Bradley Cooper’s “A Star Is Born.” As she walks down an alley, still dressed in her waitress uniform, the film’s title materializes in big red letters, harkening back to the ruby hue of the words when they accompanied George Cukor’s 1954 version of the film, starring Dorothy herself, Judy Garland. Cooper’s picture is, in fact, the fifth screen version of the story, and just might rank second only to the indelible Garland vehicle, thanks in no small part to how it both channels and reinvents various elements of Cukor’s masterwork. 

Garland and Gaga were both 32 when their respective “Star Is Born” films received an October release in theaters, and the actresses each sought to have the coveted titular role launch—or in Garland’s case, relaunch—their career as a major movie star. Yet what now stands as the crowning achievement of Garland’s legacy ironically marked the end of her career as a marquee name in Hollywood. The pangs of longing that characterize her two most memorable numbers in cinema, “Over the Rainbow” and “The Man That Got Away,” mirror the loss that she endured throughout her life. During a Q&A at the 1967 Chicago International Film Festival, attended by Roger Ebert, Cukor noted, “People who aren't complicated in real life come through as pretty bland on the screen. Most great performers are not very happy and well adjusted. Perhaps that's the price they pay for being originals.”

According to the illuminating book released last fall, A Star Is Born: Judy Garland and the Film that Got Away, coauthored by Garland’s daughter, Lorna Luft, along with Jeffrey Vance, the actress connected deeply to the script because of her own unresolved relationship with her father, who died when she was a teenager, as well as the father figure she found in her husband, Sid Luft, who produced the film. Garland plays Esther Blodgett, a singer unaware of her star power until she is discovered by Norman Maine (James Mason), a well-known film actor with an unslakable thirst for alcohol. Her transformation from Blodgett to her studio-assigned persona as Vicki Lester is not all that far removed from Garland’s own transition to celebrity, when she cast off the less-appealing name of Francis Gumm (vaudeville star George Jessel joked that it sounded like “Glum”). Just as the romance that blossomed between Lester and Maine was doomed for tragedy due to addiction, so was Garland’s marriage to Sid, as he gave into his compulsion for gambling.

The baggage Garland brought to the project was dubbed in Luft and Vance’s book as “a fragile constitution, dependency on prescription medication, habits of lateness and volatility, and unmanaged manic depression.” How poignant that the very symptoms contributing to the multiple delays that plagued Cukor’s film stemmed directly from a drug regiment enforced by MGM head Louis B. Mayer. Believing his new contract player to be too overweight, Mayer had studio doctors prescribe Garland Benzedrine combined with a phenobarbital to suppress her appetite while doubling her energy. 

Paved with self-serving intentions, this erratic brick road led directly to Garland’s untimely death at age 47 of a barbiturate overdose—whether or not it was accidental is beside the point. The actress’s most notorious alleged suicide attempt occurred after MGM suspended her contract, following the repeated delays she caused for 1950’s “Summer Stock,” featuring her iconic song, “Get Happy,” that resulted in the studio losing money. The “slashed throat” sensationalized by the press was an easily remedied cut on her neck that freed Garland from Mayer’s studio, providing her with the necessary space to prepare for the greatest work of her career.

It was Cukor, of course, who must be credited with the earliest and least known iteration of “A Star Is Born,” which also happened to be his first significant directorial effort. 1932’s “What Price Hollywood” centers on waitress Mary Evans (Constance Bennett, Cary Grant’s fellow ghost in “Topper”), a most determined heroine with a Hollywood-ready name who makes a deliberate impression on drunkard director, Max Carey (owl-eyed Lowell Sherman), while playing hard-to-get with Lonny (Neil Hamilton), the boorish man who lusts after her. It’s interesting how the Oscar-nominated screenplay, based on a story by Adela Rogers St. Johns, splits the father figure and lover later embodied by Norman Maine into two, culminating in Mary’s happy reunion with Lonny after Max’s death. We’re not exactly rooting for the pair to be together, since their first date consisted of Lonny smashing in her glass door, dragging her to his house and force-feeding her caviar. 

William A. Wellman’s unofficial remake from 1937, the first to carry the title, “A Star Is Born,” is an improvement in many respects, providing the outline for Cukor’s version released 17 years later. Though Moss Hart rewrote the first half of the 1937 screenplay (which oddly earned the Oscar for Original Story), many stretches in the second act of the 1954 picture are nearly word-for-word replicas. It’s easy to overlook that fact, however, since the peerless cast assembled by Cukor revitalize their lines with newfound life. One sentimental character from the 1937 film who never shows up in subsequent versions is Esther’s grandmother, who likens the young woman’s dreams of stardom with the settlers who conquered the American wilderness, elevating her granddaughter’s journey to mythological proportions. In contrast, Cukor’s remake feels bracingly modern in its visceral portrayal of studio-bred dysphoria, signified at the beginning by the Lynchian buzzing of floodlights and a Scorsese-esque use of epilepsy-inducing flashbulbs. 

Just as the 1954 “Star Is Born” is better than its 1937 predecessor, Cooper’s 2018 awards contender is a superior version of Frank Pierson’s 1976 remake (both were produced by Jon Peters), starring Barbra Streisand and Kris Kristofferson. This was the first picture to take the story out of Hollywood and place it in the music industry. Gaga’s Ally is as much a nod to Steisand’s Esther Hoffman as she is to Garland’s Blodgett/Lester. Cooper’s pill-popping rock star Jackson Maine speaks in a gravely voice evocative of Kristofferson’s troubled rocker John Norman Howard—two heartrending alpha male characters whose eyes well up long before their female counterparts break down. Streisand sought to break traditional gender roles by having Esther wear men’s suits, make the first move by proposing marriage and inject the previously sexless yarn with frank if forced eroticism. “I believe there’s a best of both worlds, mixing old and new,” sings Esther, thereby justifying the purpose of a remake, as does Jackson’s long-suffering sibling, Bobby (Sam Elliott), when he recalls how his brother believed that music was “essentially 12 notes between any octave. 12 notes and the octave repeats. It’s the same story told over and over, forever. All any artist can offer the world is how they see those 12 notes.”

It’s only appropriate that Gaga is planning to portray Fanny Brice in “Funny Girl” on Broadway, since that not only happens to be Streisand’s debut film role—the one that made her tie with Katharine Hepburn for Best Actress—but it also highly informed Streisand’s approach to “Star Is Born,” with its similarly bittersweet love story. The final long take on Esther’s face as she performs onstage ends in a freeze frame that aims to burn her visage into the viewer’s minds, just as the last shot of Cooper’s film does, and the finale of “Funny Girl,” for that matter. John makes a failed early attempt at having Esther join him onstage, easing her nerves with the promise of “Trust me,” yet in Cooper’s version, Ally goes through with it, allowing her duet with Jackson to be the moment they fall in love. 

Like Streisand and Pierson did, Cooper surrounds himself in the picture with real industry figures and close collaborators. During a conversation with Oliver Platt after the film’s Chicago premiere, Cooper said he was inspired by Elia Kazan’s line, “I don’t audition actors, I take them for a walk around the block.” His focus on direction enabled him to deliver his most intuitive performance to date, while his collaboration with Derek Cianfrance on “The Place Beyond the Pines” inspired him to utilize immersive long takes, keeping the camera onstage during concert sequences.  

When it comes to the actual star-making talent displayed by the heroines in the many “Star Is Born” versions, the degree of their skill varies conspicuously. We see little of Mary’s abilities in “What Price Hollywood,” apart from her on-camera performance of “Parlez-moi d’amour,” a more understated precursor to Ally making her grand entrance with “La Vie En Rose.” Yet for her initial audition, Mary works tirelessly at nailing her scripted bit of business, rehearsing well into the night. All we get in the 1937 Wellman film are a few celebrity impressions delivered by waitress Esther (Janet Gaynor), which are unseen by Norman (Frederic March) at the party where she is supposedly discovered. The most potent emotional peaks of Cukor’s remake are abbreviated here, serving as a blueprint bereft of the full picture. 

Whereas Garland sang along to prerecorded tracks, as per studio tradition, Streisand insisted on singing live, a technique shared by Gaga and Cooper. What torpedoes the dramatic impact of the 1976 film is Streisand’s own ego, which removes any trace of Esther’s vulnerability, leaving her with no tangible arc—she’s essentially a star from the get-go. By stripping herself physically and emotionally of her pop star persona, Gaga succeeds in making the audience feel a sense of discovery when Ally steps into the spotlight. In many ways, this performance is the fulfillment of Gaga’s own anthem of personal empowerment, “Born This Way.”

From the very beginning, “A Star Is Born” carried echoes of Garland, as if foreshadowing her eventual film that would top them all. Cukor wanted to direct Garland ever since he saw her sing “Happy Birthday” to Ethel Barrymore at his home, just as Cooper got the idea to cast Gaga when he witnessed her performance of “La Vie En Rose” at a charity benefit. The opening scene of Cukor’s “What Price Hollywood,” where Mary flirts with a picture of Clark Gable, is mirrored by Garland’s second feature film appearance in “Broadway Melody of 1938,” where she sings “You Made Me Love You” to her own snapshot of Gable (embedded above). 

Clara Blandick, who went on to receive cinematic immortality as Auntie Em in “The Wizard of Oz,” plays the disapproving aunt of Gaynor’s Esther in Wellman’s “Star Is Born,” discouraging her niece from her technicolor dreams in Tinseltown (and when she finally arrives there, the colors pop just like they do in Oz). Three years after donning Dorothy’s pigtails, Garland acted in a Lux Radio Theatre non-musical production of “Star Is Born” opposite Walter Pidgeon, and two decades later, would invite Streisand as a guest on her television show. When the 1976 “Star Is Born” was originally pitched by James Taylor and Carly Simon, it was called “Rainbow Road,” a title echoing the aforementioned prelude to “Over the Rainbow.”

What makes this story such a valuable one to retell every generation or so is its timeless exploration of a dehumanizing business designed to exploit talent, enable addictions and snuff out those that may endanger its profits. Looked at all together, these five films serve as “evergreen” time capsules, to borrow the name of Streisand’s Oscar-winning tune she sings masterfully in one unbroken take while flirting with Kristofferson (Gaga will likely win the same Oscar for “Shallow”). Even in 1932, the idea of a director meeting a woman and wanting to put her in pictures is dismissed as “the same old story.” Wellman’s clever choice to bookend his film with pages of the script accentuate the preordained nature of the piece. 

Binding all these versions together is a single line of dialogue that serves as the older man’s farewell to his young discovery. In “What Price Hollywood,” it is uttered only once, when Max calls out to Mary, only to reply, “I just wanted to hear you speak again, that’s all.” In the subsequent remakes, the line became a request for Norman to take “one more look” at Esther. This exchange occurs earlier in the film so that its delivery toward the end will have more emotional heft. In the 1976 film, the song, “With One More Look at You,” coauthored by Paul Williams, pays homage to this line, intertwining it with John’s signature tune, “Watch Closely Now.”

As for the suicide sequence that typically follows this line, it is handled more or less identically in the 1937 and 1954 versions, with Norman walking into the ocean, though Cukor’s film makes it all the more chilling by accompanying his death with Garland’s tender rendition of “It’s a New World.” Only two years after “Singin’ in the Rain” opened in theaters, Mason’s self-inflicted demise provides a stark contrast with Gene Kelly’s rebellious splashing through puddles, conveying his refusal to let the changing conditions—both in the weather and the film industry—dampen his spirits. In the case of “Star Is Born,” the tides of change cannot be combated by our hero, he can only be engulfed by them (Mason also references the Kelly film by claiming he’s “fit as a fiddle and ready for love”). 

Yet the suicide of Max in “What Price Hollywood” (embedded above) is even more memorable, preceding the fatal gunshot with images of the man’s life flashing before his eyes, a brilliant visual flourish for 1932. After Kristofferson drives recklessly into oblivion while listening to his wife on the radio, Streisand has her most genuinely touching scene when she encounters his lifeless body, clinging to it as if he were still alive. Cooper’s limply hanging corpse can barely be glimpsed through the window of his garage, and his fate is foreshadowed with equal subtlety after his very first performance in the film, when images of nooses appear on a billboard outside the window of his limo.

Driving the man to his death isn’t just his addiction, but the forces in his industry and the greater society that fail to treat him like a human being. In 1932, the scariest antagonist is the public itself, which attacks Mary after her wedding, tearing at her clothing with the zeal of ravenous zombies. No wonder Esther and Norman opted for a private ceremony in the 1937 and 1954 versions, much to the chagrin of Libby, a press agent who emerges as the chief villain of the story. He has everything to gain from Norman’s death, viewing Esther as the studio’s “hottest piece of property” that must be protected at all costs. His contemptuous treatment of Norman is a blatant attempt to drive the damaged man over the edge. 

In these two films, the veil-ripping scene was moved to Norman’s funeral, intensifying the brutality of the mob’s violation. The 1976 remake splits the villain in two, arising as an assistant (Gary Busey) who shoves drugs into Kristofferson’s nostrils, and a vile DJ (M.G. Kelly), who provokes fights with the rocker, only to praise him once his life has expired. Cooper’s film offers its own spin on the Libby archetype with Ally’s manager, Rez (Rafi Gavron), an insufferable jerk responsible for Jackson’s final deterioration by convincing the broken addict that he has no future with his wife. Much funnier is the pre-Hedda Hopper gossip columnist in “What Price Hollywood” tasked with asking cheerfully invasive questions of Mary and Lonny. When she requests a photo of his sculpted physique, he offers her his appendix in a jar before storming out of the room (“Has he gone to get it?” she asks).

Cukor’s version of “A Star is Born” still proves impossible to equal primarily because of Garland herself, whose performance is one of the greatest ever committed to celluloid. Whereas the 1976 and 2018 remakes culminate in a cathartic musical number, this film offers no such release, making the sense of loss all the more palpable. Aside from her refrain of “It’s a New World,” sung off-camera, Vicki Lester’s last song in the film takes place at the top of the final act: Harold Arlen and Ira Gershwin’s “Lose That Long Face.” It’s an exuberantly high-spirited number, with Garland performing in a hairdo resembling that of her daughter, Liza Minnelli, in later years. When the director yells cut, Lester retreats to her makeup trailer and delivers a searing monologue unmatched by any sequence in every other iteration of the story. 

Still clad in theatrical makeup, Lester’s larger-than-life persona dissolves entirely as she speaks candidly with studio head Oliver (Charles Bickford). “You don’t know what it’s like to watch somebody you love just crumble away, bit by bit, day by day, in front of your eyes and stand there helpless,” Lester cries, echoing the feelings of Garland’s countless admirers. “Love isn't enough for him. And I'm afraid of what's beginning to happen within me because...sometimes I hate him. I hate his promises to stop and then the watching and waiting to see it begin again. I hate to go home to him at night and listen to his lies. My heart goes out to him because he tries—he does try. But I hate him for failing. And I hate me, too. I hate me cause I've failed, too. I have. I don't know what's going to happen to us, Oliver. No matter how much you love do you live out the days?”

Laying her soul bare, Garland articulates the plight of a caregiver and an addict with such raw agony that it transcends the art form of acting and registers on a level that is inescapably real. “Moss Hart understood when he wrote that sequence that Mama was both Norman Maine and Vicki Lester, that she would be speaking of her own failures and drug dependency,” writes Luft in her book. “Mama was making a movie about addiction, but the characters were reversed.” Wiping away her tears, Lester hurries out the door, hits her mark and belts out the final lines of “Lose That Long Face,” all the while maintaining a beaming expression. Garland’s entire life is encapsulated in this sequence—the endless days of cheering strangers while harboring private pain—and it remains one of the most powerful stretches of cinema ever conceived. 

It also echoes how Cooper attempted to “capture fame sonically” in his film, cutting from loudness to nothingness and back again. Another story from the production recounted by Luft occurred during the filming of Lester’s shattering breakdown. “You really scared the hell out of me,” Cukor exclaimed, to which Garland quipped, “Oh, that’s nothing. Come over to my house. I do it every afternoon—but I only do it once at home.” This exchange was later incorporated into Roger Allan Ackerman’s excellent 2001 television adaptation of Luft’s memoir, Me and My Shadows, starring Judy Davis in an astonishing performance worthy of Garland herself. The best sequence re-stages her Carnegie Hall concert, an event Ackerman was present for, where the overture fittingly joins “The Man That Got Away” with “Over the Rainbow.”

Hollywood’s history of awarding itself would naturally make Cukor’s “A Star Is Born” appear to be a shoo-in for a full-on sweep at the Academy Awards. After all, the organization’s own accolade had always been featured prominently in the plot, even back when it was referred to as an “Academy medal” in “What Price Hollywood.” Wellman certainly knew a thing or two about Oscars, considering his 1927 film “Wings” was the first to win Best Picture, while Gaynor was the first performer to be named Best Actress. Had Garland won the award for “Star Is Born,” it would’ve served as the ultimate validation from an industry for which she had sacrificed so much. After all, as the Best Actor winner in the film notes, winning an Oscar “is an ample reward for an entire career.” 

It’s one of the great ironies of Garland’s life that she could hold an adult-sized Oscar—unlike the juvenile miniature she was presented for “Wizard of Oz”—only after the Academy loaned one out to Cukor, as detailed in the opening credits. Though the 1954 “A Star Is Born” earned six Oscar nominations, it was nowhere to be found in multiple critical categories, namely Best Picture, Best Director and Best Screenplay. Not only did Garland lose to Grace Kelly for “The Country Girl” (who also played the wife of an alcoholic actor), but “The Man That Got Away” lost in the Best Original Song category to “Three Coins in a Fountain,” the forgotten tune Steve Martin gets ridiculed for singing in “Planes, Trains & Automobiles.” The fact “Star Is Born” left the 1955 Oscar ceremony empty-handed registered as a slap in the face to Garland, and unlike the one accidentally administered by Norman Maine, it was not at all backhanded.

The rapturous response that the film earned at its splashy Los Angeles premiere was a mirage of “La La Land” proportions. It promised what ultimately couldn’t be delivered, a major comeback fueled by awards season glory. Despite the acclaim earned by Cukor’s 181-minute version of the film, Harry Warner insisted that the picture be cut by a half-hour, arguing that it was too long—after all, it was the most expensive movie shot in Hollywood, yet the rerelease of “Gone With the Wind” was still raking in big money at the box office. Without the consultation of Cukor, Warner senselessly chopped the picture down to 154 minutes, rendering the story incoherent while removing many of the best scenes, such as the recording session for “Here’s What I’m Here For” followed by Norman’s marriage proposal, and most criminal of all, the “Lose That Long Face” number. 

Since Warner didn’t bother retaining a single print of the original cut, Ronald Haver’s 1983 restoration was forced to juxtapose film stills with surviving audio in order to recreate the 20 minutes of footage that were permanently lost. Though these sequences are initially jarring, they enhance the narrative immeasurably, while lending new layers of depth to Esther and Norman’s relationship. The amusing bit where a woman lashes out at Norman after he refuses to pose for a picture is evocative of a similar moment in Scorsese’s “The King of Comedy,” when one of Jerry Lewis’ disgruntled fans shouts, “I hope you get cancer!” Garland never lived to see this improved version, having passed away in 1969, and Cukor died just two days prior to his scheduled screening of the restoration.

If Cooper’s film proves anything, it’s that the story of “A Star Is Born” will eternally be worth “one more look,” though no successful remake can exist without being at least somewhat indebted to Cukor’s version. Gaga is an ideal choice to follow in Garland’s footsteps, in part because both women are icons of the LGBT community. The Stonewall uprising that occurred a day after Garland’s funeral in New York City may likely have inspired Gilbert Baker to select Dorothy’s cherished rainbow as the defining symbol of his gay pride flag. Few singers have ever tackled the difficulty of living one’s dreams with as much resonance as Garland, a theme that continues to connect with anyone shamed out of being with the one they love. 

Garland’s conviction to sing “The Man That Got Away” with operatic passion led vocal arranger Hugh Martin to bolt from the set, but she was entirely correct in her choice, knowing fully well that this number foreshadowed the turbulent emotion she would later deliver sans music in the makeup trailer. The songs in Cooper’s picture drive the narrative just as much as they do in Cukor’s version, with “La Vie En Rose” serving the same function as “The Man That Got Away” by wowing Maine (and the audience) with the singer’s stunning talent. When Cooper first meets Gaga backstage and offers to help take off her false eyebrows, the moment is an homage to perhaps the most meaningful scene of all in the 1954 film.

Ally’s self-consciousness about the size of her nose reminds us of the humiliating studio examination endured by Lester, who is informed that her “nose is the problem.” After she was hired by MGM, rubber discs were inserted into Garland’s nose in order for it to be reshaped so that she could be deemed camera-ready. Art continues to imitate life in the Cukor film, when Maine finds Lester post-makeover, caked in makeup and decked out in a ridiculous blonde wig. He insists that she remove all trace of artifice from her features before gazing at her reflection in the mirror. This is the greatest gift that Maine bestows to her—the realization that her beauty shines through only when she’s true to herself. To paraphrase Gaga’s most popular song from the 2018 film, she’s far from the shallow now. 

Lester goes on to win over audiences in her first major screen role represented by the “Born in a Trunk” medley, a show-stopping sequence similar to “Broadway Melody” in “Singin’ in the Rain,” yet far more tied to the central narrative. It gives Lester and Garland the opportunity to weave aspects of their own backstories into their artistry, proving that the more personal one’s work is, the more it is bound to connect with others. Gaga believes that Ally doesn’t truly become a star until the last frame of the film, after she reclaims her identity by ceasing to dye her brown hair red (her manager originally suggested “platinum”). Would Garland have ever become a star had Cukor encouraged her on the “Wizard of Oz” set to do away with the blonde wig she was ordered to wear during screen tests? Why bother altering what was already sublime? Baby, she was born this way. 

Lorna Luft and Jeffrey Vance’s book, A Star Is Born: Judy Garland and the Film that Got Away, is available for purchase on Amazon, as is the Blu-ray edition of George Cukor’s restored “A Star Is Born.” 

“The Wizard of Oz” returns to the big screen courtesy of Fathom Events on Sunday, January 27th; Tuesday, January 29th; and Wednesday, January 30th in honor of its 80th anniversary.

Matt Fagerholm

Matt Fagerholm is the Literary Editor at and is a member of the Chicago Film Critics Association. 

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