Cast:

Hal Skelly … Hap Brown
William Powell … Gardoni
Fay Wray … Marie Gardoni
Kay Francis … Kitty Parker
E.H. Calvert … Dawson
Paul Lukas … Boris
Agostino Borgato … Chef
Jacques Vanaire … Valet
Jean De Briac … Sculptor

Directed by Robert Milton and Dorothy Arzner.
Based on “The Feeder” by Mildred Cram.
Dialogue by George Manker Watters & Howard Estabrook.
Songs by Leo Robin, Sam Coslow, & Newell Chase.
Music score by W. Franke Harling & John Leipold.
Camera by Charles Lang.
Editing by Doris Drought.

A Paramount Picture.
Released January 6, 1930.

About the Film:
Behind the Make-Up was based on “The Feeder”, a story by Mildred Cram. This was the second screen adaptation of work by Cram, who later wrote the stories “Girls Together” (which became a movie for Joan Crawford in 1931 titled This Modern Age), “Tinfoil” (a film for Tallulah Bankead in 1932 titled Faithless), and “Love Affair” (a classic 1939 film with Irene Dunne and Charles Boyer).

But it is the direction by Robert Milton which really is the star of the film.

Behind the Make-Up was the first film released in 1930 to feature Kay Francis. Fresh off of using her vamp powers to seduce Walter Huston, Richard Arlen, Buddy Rogers and Fredric March, she found herself again typecast as the seductress “Kitty Parker.” For those who only know Kay Francis for her long-suffering glamour roles in films such as I Found Stella Parish (1935), Give Me Your Heart (1936) and Stolen Holiday (1937), there is a big surprise waiting in her early films. There are no attempts at sympathy, Francis is ice cold in the vamp roles that first got her noticed. She would later emulate the acting powers she used in these early films when she made In Name Only (1939), her major comeback after leaving Warner Bros. where she was a top star for five years between 1932 and 1937.

“Kay Francis was also a real, live actress,” wrote Mick LaSalle in Complicated Women. Indeed she was. She was believable playing both the devoted, loving mother as well as the sexy siren seducing married men until she grew bored with them and tossed them away like trash into a garbage can.

A decade after her sexual powers forced William Powell’s character to commit suicide in this film, she was playing Deanna Durbin’s mother in It’s A Date (1940), a great example of her range as an actress.

Hal Skelly, the true star of the film, was an accomplished Broadway star as well as having established roots in actual vaudeville theater. Behind the Make-Up, specifically about vaudeville, was a star vehicle for him. Fresh after staring in Woman Trap (1929), with Evelyn Brent and Chester Morris, Skelly only had a handful of more film roles before his life was cut short after his car was struck by a train, tragically ending his life on June 16, 1934.

Behind the Make-Up was the first pairing of William Powell and Kay Francis, who went on to make 6 more notable films together, including One Way Passage (1932). The Powell/Francis teaming predated the onscreen films he later made with Myrna Loy at MGM. Powell and Francis both played villainous roles at Paramount, left the studio for more money at Warner Bros. where they took on sympathetic roles. But Kay stayed on with Warner Bros. and became a major star, as Powell’s career dipped quickly. After switching to MGM in 1934 he found himself becoming one of the most popular stars in the world.

And little Fay Wray? A bit hard to recognize in Behind the Make-Up because she has her natural brunette roots. She is most famous today for being the platinum blonde love interest of King Kong (1933).

From Picture Play, December 1929.

What the Picture Did for Me:

Exhibitor Herald-World‘s long-running column for independent theater owners to tell each other what type of business was made and what the quality of the product was during their showings. Some also wrote the days the film was shown in their theater.

April 12, 1930
Special cast— A very good production. One that will fill the bill any time. It is most interesting and recording on disc is okay. So play and don’t worry about recording. Eight reels. — W. H. Brenner, Cozy theatre, Winchester, Ind. — General patronage.

April 26, 1930
Special cast— April 11-12. Here is a big flop and all who have not played it lay off. William Powell is trying to be a foreigner and is the poorest talker we ever heard. He is mighty poor as a talker. I can’t see how he ever will come back. Boys lay off. Another back stage one and no show. Eight reels. — Arthur W. Howard, New Strand theatre, Monon, Ind. — Small town patronage.

Film Images:

Screenshots from the film:

Vintage Reviews:

Below: From the March 1930 issue of Screenland.

From the January 25, 1930 issue of Exhibitor Herald-World:
AND STILL AGAIN. Produced and distributed by Paramount. Directed by Robert Milton from the story by Mildred Cram. Dialog and adaptation by George Manker Watters and Howard Estabrook. Edited by Doris Drought. Photography by Charles Lang. With Hal Skelly, William Powell, Fay Wray, Kay Francis, E. H, Carver, Paul Lukas and Agostino Borgato.

YOU’VE seen this picture before, practically. This is a backstage drama again and even though Paramount had all those preceding pictures to take pointers from they couldn’t make this one so very interesting.

Boresomely slow it telegraphs whatever climaxes its action can arrive at, and there isn’t much action. Hal Skelly and William Powell are sufficient unto their roles but the script people have done poorly by them. Skelly portrays his familiar character; that of the big hearted, sacrificing hoofer who has a dog-like affection for Fay Wray and who loses in love during the second reel but promptly regains it at the beginning of the sixth.

William Powell is the gentleman whom he has picked up from the gutter to make a star of, and steal his girl, and who exits via the river. Fay Wray pivots.

Behind the Makeup is just too slow and draggy for reasonable entertainment. — N. K.

Mordaunt Hall, January 18, 1930 in the New York Times:
An ably directed and cleverly acted audible pictorial story of a stage lout, a pretty girl and a brilliant performer is now on view at the Paramount. It was directed by Robert Milton and Dorothy Arzner, who share alternately in screen credit for their dual direction. In the case of this present production, known as “Behind the Makeup,” Mr. Milton enjoys the distinction of having his name appended to it.

The characters are quite well delineated, but the story is rather limp and disappointing. Hal Skelly, William Powell and Fay Wray are the principals in this film, which opens promisingly and continues to hold the interest until Hap Brown becomes a trifle too eager to shield Gardoni, his colleague, who steals Marie, the girl he loves, and who also makes capital out of Hap’s ideas.

Hap is a dolt, a comedian without imagination. His doctrine is hokum. He finds Gardoni faint through lack of food. He befriends the foreign performer, who has failed on the stage because his efforts are over the heads of his audiences. Hap and Gardoni come to the conclusion that if they team together they may strike a happy medium and be successful. They try out their scheme. It fails.

The partnership is severed and Hap girls to work as a dishwasher in the little New Orleans restaurant where he was in the habit of taking his meals and chatting with Marie.

Hap and Marie go to the theatre together and Hap is amazed to see Gardoni on the stage entertaining the audience with a suggestion he (Hap) had made to the foreigner. Marie and Hap go backstage to see Gardoni and quite abruptly Marie becomes fascinated by the glib foreigner. It isn’t long before they are married and Hap, downhearted, consents to team up again with Gardoni. This time the act proves to be successful, more so that when Gardoni was acting alone.

The morose Hap worships Marie, but when he discovers Gardoni’s infidelity, he keeps the matter to himself. Gardoni supplies funds to an adventuress, who has a jolly time gambling.

Mr. Milton finally gets rid of Gardoni by letting it be known that he has committed suicide by jumping in the river. Still the hapless Hap considers it his duty to whitewash Gardoni’s character, but all’s well that ends well, for in the end there is an appreciative smile on Marie’s charming countenance as she sits in a theatre gazing upon Hap’s successful performance.

The lighting of the scenes and the movements of the players are effectively done. The voices are especially well recorded. William Powell as Gardoni speaks with an Italian accent. Sometimes he utters whole sentences in Italian, and his performance throughout is excellent. Miss Wray is pleasing as Marie. Mr. Skelly goes about his part with earnestness and intelligence. Kay Francis does nicely as the adventuress.

Harry Richman appears in the stage offering, “Jazz Preferred.”

Film Advertisements:

Below: A Motion Picture Herald pre-production ad before Fay Wray, Kay, and William Powell were cast in the film.