''What a Way to Go!'' is a 1964 American

black comedy Black comedy, also known as dark comedy, morbid humor, or gallows humor, is a style of comedy that makes light of subject matter that is generally considered taboo, particularly subjects that are normally considered serious or painful to discu ...

film directed by

J. Lee Thompson John Lee Thompson (1 August 1914 – 30 August 2002) was a British film director, active in London and Hollywood, best known for award-winning films such as ''Woman in a Dressing Gown'', ''Ice Cold in Alex'' and '' The Guns of Navarone'' along w ...

and starring Shirley MacLaine, Paul Newman,

Robert Mitchum Robert Charles Durman Mitchum (August 6, 1917 – July 1, 1997) was an American actor. He rose to prominence with an Academy Award nomination for the Best Supporting Actor for ''The Story of G.I. Joe'' (1945), followed by his starring in ...

, Dean Martin, Gene Kelly,

Bob Cummings Charles Clarence Robert Orville Cummings (June 9, 1910 – December 2, 1990) was an American film and television actor who appeared in roles in comedy films such as ''The Devil and Miss Jones'' (1941) and ''Princess O'Rourke'' (1943), and in d ...

and Dick Van Dyke.

Plot

In a dream-like

pre-credit In film production, the pre-credit is the section of the film which is shown before the opening or closing credits are shown. Many films will by common convention have a short scene before the credits to introduce characters who may, or may not, ...

sequence, Louisa, a black-clad widow, descends a pink staircase inside a pink mansion. She is followed by pall-bearers carrying a pink coffin. The pallbearers slip and drop the coffin, which slides down the stairs, leading into the opening titles. Louisa wants to give her $211 million to the U.S. government Internal Revenue Service, who believes it is an

April Fools' Day April Fools' Day or All Fools' Day is an annual custom on 1 April consisting of practical jokes and hoaxes. Jokesters often expose their actions by shouting "April Fools!" at the recipient. Mass media can be involved in these pranks, which may ...

joke. Sobbing to her unstable psychiatrist, Dr. Steffanson, Louisa tries to explain why she wants to give away her money, leading to a series of flashbacks, interspersed with fantasy sequences. Louisa describes her childhood as being a young, idealistic girl. Her money-grubbing mother pushed Louisa to marry rich local business owner, Leonard Crawley. Louisa instead marries Edgar Hopper, a poor shop owner who, inspired by Henry David Thoreau, prefers a simple life. They are happily poor until the jilted Leonard arrives and ridicules their rustic lifestyle, humiliating Edgar and motivating him to achieve success. Edgar transform his small store into a tremendous empire, neglecting Louisa, ruining Crawley, and eventually overworking himself to an early death. A grieving Louisa travels to Paris where she meets Larry Flint, an impoverished avant-garde artist. They fall in love, marry, and live a picturesque

bohemian lifestyle Bohemianism is the practice of an unconventional lifestyle, often in the company of like-minded people and with few permanent ties. It involves musical, artistic, literary, or spiritual pursuits. In this context, bohemians may be wanderers, a ...

. Larry invents a crane-like machine that converts eclectic sounds into paint strokes on canvas. One day, Louisa plays classical music that produces a beautiful painting resulting in Larry's first major art sale. Larry builds larger cranes and sells many more paintings, making him a successful artist. One night, two petulant cranes turn on their creator and beat him to death. Louisa, richer and more depressed, prepares to return to the US. When she misses her flight, famed business tycoon Rod Anderson Jr. offers her a lift on his private jet. She initially finds him cold and calculating, but sees his softer side during the flight. They marry shortly after and live luxuriously. Fearful of losing him like her first two husbands, Louisa convinces Rod to retire to a small farm similar to his boyhood home. After sharing a jug with a few locals, an inebriated Rod mistakenly attempts to milk a bull, which kicks him through the barn wall, leaving Louisa widowed once again. Now fantastically wealthy, Louisa wanders the country. In a small-town café, she meets Pinky Benson who, for over a decade, has performed nightly dressed as a clown. Management loves Pinky's corny musical act because it never distracts the customers from eating and drinking. The two fall in love and idyllically live aboard Pinky's run-down houseboat on the

Hudson River The Hudson River is a river that flows from north to south primarily through eastern New York. It originates in the Adirondack Mountains of Upstate New York and flows southward through the Hudson Valley to the New York Harbor between N ...

. On Pinky's birthday, Louisa suggests he perform without his usual time-consuming make-up and costume so they will not be late for his party after the show. Without his clown getup, the customers notice that Pinky sings and dances beautifully. Virtually overnight, Pinky is a famous Hollywood star. He neglects Louisa and becomes so arrogant and self-centered that he has the entire mansion painted pink so fans will know it is his. At his film premier, despite being warned, Pinky insists on greeting his excited fans. They become frenzied and trample Pinky to death. After hearing Louisa's story, Dr. Steffanson proposes marriage, claiming to be the simple man she wants. She declines, which she declares is progress in her recovery. Steffanson accidentally presses the switch that raises the movable psychiatric couch about ten feet. Sitting on the edge, he falls off and is knocked unconscious, leaving Louisa stranded on top. The janitor enters and helps Louisa down. She is shocked it is Leonard Crawley, who lost everything after Edgar Hopper ruined his business. Leonard claims he is happy and credits Louisa and Thoreau for making his life "successful" because it is simple. Leonard and Louisa marry and enjoy a bucolic life on a farm with their four children. The story ends when Leonard, plowing a field, is distracted while reading Thoreau and apparently strikes oil after the tractor tire grinds into the ground. Louisa is distraught, believing her curse has struck again until oil company representatives arrive and say that Leonard punctured their pipeline. Leonard and Louisa rejoice, as they are still poor but happy.

Cast

* Shirley MacLaine as Louisa May Foster * Paul Newman as Larry Flint *

as Rod Anderson Jr. * Dean Martin as Leonard Crawley * Gene Kelly as Pinky Benson *

as Dr. Victor Stephanson * Dick Van Dyke as Edgar Hopper *

Reginald Gardiner William Reginald Gardiner (27 February 1903 – 7 July 1980) was an English actor on the stage, in films and on television. Early years Gardiner was born in Wimbledon, England, and he was a graduate of the Royal Academy of Dramatic Art.Katz, ...

as mad painter brushing everything in Pinky's palace pink, including rabbits and Louisa *

Margaret Dumont Margaret Dumont (born Daisy Juliette Baker; October 20, 1882 – March 6, 1965) was an American stage and film actress. She is best remembered as the comic foil to the Marx Brothers in seven of their films; Groucho Marx called her "practically ...

as Mrs. Foster, Louisa's overbearing mother *

Lou Nova Lou Nova (March 16, 1913 – September 29, 1991) also called ''Cosmic punch'' was an American boxer and actor. Born in Los Angeles, California, the Nova was the U.S. and World Amateur Boxing Champion in 1935. After turning pro, he remained ...

as Trentino, owner of the café where Louisa discovered Pinky Benson *

Fifi D'Orsay Fifi D'Orsay (born Marie-Rose Angelina Yvonne Lussier; April 16, 1904 – December 2, 1983) was a Canadian-American actress and singer. Early life Fifi D'Orsay was born Yvonne Lussier in Montreal, Quebec, Canada, to a father who was a postal cl ...

as Baroness who praises Larry Flint's paintings *

Maurice Marsac Maurice Marsac (23 March 1915 – 6 May 2007) was a French actor who had a long career, with over 150 appearances in American films and television. He was also a nationally ranked croquet player. Born in La Croix-Valmer, France, he was a mem ...

as René, Larry Flint's fellow Parisian painter and friend *

Wally Vernon Walter J. Vernon (May 27, 1905 – March 7, 1970) was an American comic and character actor and dancer. Early life Vernon was born in New York City in 1905. He was in show business from the age of three, appearing in vaudeville and stock thea ...

as Hollywood agent visiting at Pinky's swimming pool * Jane Wald as Polly, Larry Flint's fellow Parisian artist and friend who shoots paint from a shotgun * Lenny Kent as Hollywood lawyer who explains Pinky Benson's will to Louisa

Uncredited (in order of appearance)

Dean Martin–Dick Van Dyke sequence/silent film spoof

Dick Wilson Dick Wilson (July 30, 1916 – November 18, 2007) was an American actor who was best known as grocery store manager Mr. George Whipple in more than 500 Charmin bathroom tissue television commercials (1965–89, 1999–2000). Biography Dick Wi ...

as Driscoll, Crawley's store manager *

Marjorie Bennett Marjorie Bennett (15 January 1896 – 14 June 1982) was an Australian actress who worked mainly in the United Kingdom and the United States. She began her acting career during the silent film era. Career Bennett was born in York in Western ...

as Mrs. Freeman, customer at Hopper's store *

Christopher Connelly Christopher Connelly (September 8, 1941 – December 7, 1988) was an American actor, best known for his role as Norman Harrington in the successful prime time ABC soap opera '' Peyton Place''. He stayed with the series during its entire f ...

as Ned, Hopper's store clerk * Burt Mustin as lawyer reading Edgar Hopper's will to Louisa and her mother

Paul Newman sequence/foreign art film spoof

Marcel Hillaire Marcel Hillaire (born Erwin Ottmar Hiller; April 23, 1908 – January 1, 1988) was a German-born character actor who had a lengthy career, appearing on stage, in films and on television. Hillaire was recognizable by his gaunt appearance and his a ...

as French lawyer reading Larry Flint's will to Louisa and René

Robert Mitchum sequence/Lush Budgett spoof

Barbara Bouchet Barbara Bouchet (born Bärbel Gutscher; 15 August 1943)
glamourgirlsofthesilverscreen.com; ...

as bikini-clad girl on Rod Anderson's plane whom he asks, "What are you doing after the orgy?" *

Anthony Eustrel Anthony Eustrel (12 October 1902 – 2 July 1979) was an English actor. Eustrel made guest appearances on television programs such as '' Perry Mason'', ''Maverick'', ''Peter Gunn'', '' 77 Sunset Strip'', ''My Favorite Martian'', ''Hogan's Heroes ...

as Willard, Rod Anderson's valet on the flight to New York *

Peter Duchin Peter Oelrichs Duchin (born July 28, 1937) is an American pianist and band leader. Early life and education Duchin was born in New York City, the son of pianist and band leader Eddy Duchin. His mother was Marjorie Oelrichs, a Newport, Rhod ...

as Peter, the pianist at the lavish cocktail party *

Tom Conway Tom Conway (born Thomas Charles Sanders, 15 September 1904 – 22 April 1967) was a British film, television, and radio actor remembered for playing private detectives (including The Falcon, Sherlock Holmes, Bulldog Drummond, and The Saint) ...

as Lord Kensington, who meets Louisa and Rod Anderson at a lavish cocktail party *

Queenie Leonard Queenie Leonard (born Pearl Walker; 18 February 1905 – 17 January 2002) was a British actress. She was the last surviving cast member of ''And Then There Were None'' (1945) until her death in 2002. Biography She was born as Pearl Walk ...

as Lady Kensington who, alongside her husband, meets Louisa and Rod *

Milton Frome Milton Frome (February 24, 1909 – March 21, 1989) was an American character actor. Career Born in Philadelphia, Pennsylvania, Frome landed his first acting job in the short subject ''Daredevil O'Dare'' in 1934. He did not act again until 1939 ...

as lawyer reading Rod Anderson's will to Louisa

Gene Kelly sequence/musical spoof

Fred Aldrich Fred Aldrich (December 23, 1904 – January 25, 1979) was an American character actor of both film and television. Born in New York. He would break into the film industry in 1939, appearing in two films that year in small roles: ''My Son Is ...

as Herbert, patron who enters the café where Louisa just met Pinky Benson *

Arlene Harris Arlene Harris (July 7, 1896 – June 12, 1976) was a Canadian-born American radio, film, and television actress. (Another source gives her date of birth as July 7, 1898.) She was best known for her role as "the human chatterbox" on Al Pearce's ...

as grey-haired café patron during Pinky's act, from whose table Pinky grabs salt *

Teri Garr Teri Ann Garr (born December 11, 1944) is an American former actress, dancer, and comedian. She frequently appeared in comedic roles throughout her career, which spans four decades and includes over 140 credits in film and television. Her accola ...

as dancer in the Louisa/Pinky shipboard musical number *

Joel Grey Joel Grey (born Joel David Katz; April 11, 1932) is an American actor, singer, dancer, photographer and theatre director. He is best known for portraying the Master of Ceremonies in the musical '' Cabaret'' on Broadway as well as in the 1972 fi ...

as café patron enjoying Pinky's act *

Phil Arnold Phil Arnold (born Philip Aronoff Arnold; September 15, 1909 – May 9, 1968) was an American screen, stage, television, and vaudeville actor. He appeared in approximately 150 films and television shows between 1939 and 1968. Arnold is familiar ...

as Hollywood press and publicity agent visiting at Pinky's swimming pool *

Army Archerd Armand Andre Archerd (January 13, 1922 – September 8, 2009) was an American columnist for ''Variety'' for over fifty years before retiring his "Just for Variety" column in September 2005. In November 2005, Archerd began blogging for ''Variety'' ...

as TV announcer at premiere of Pinky's 5-hour film ''Flaming Lips''

Dean Martin sequence/end scene

Pamelyn Ferdin Pamelyn Wanda Ferdin (born February 4, 1959) is an American animal rights activist and a former child actress. Ferdin's acting career was primarily during the 1960s and 1970s, though she appeared in projects sporadically in the 1980s and later ...

as Geraldine, 4-year-old daughter of Louisa and Leonard Crawley

Production

Development

Publicist Arthur Jacobs wanted to move into film production. One of his clients was

Marilyn Monroe Marilyn Monroe (; born Norma Jeane Mortenson; 1 June 1926 4 August 1962) was an American actress. Famous for playing comedic " blonde bombshell" characters, she became one of the most popular sex symbols of the 1950s and early 1960s, as wel ...

who said she would appear in a movie Jacobs produced if she liked the story. He found ''I Love Louisa'' based on a story by Gwen Davis about a woman with six husbands. In June 1962, Daryl Zanuck reportedly told Marilyn Monroe that she would make two films for 20th Century Fox (which he was in the process of taking over again): a re-vived ''Something's Got to Give'' and ''What a Way to Go'' (the alternate title for ''I Love Louisa''). Monroe's fee would be a million dollars for both films. In July, Monroe reportedly approved J. Lee Thompson as director after watching ''Tiger Bay'' and ''Northwest Frontier'' and she was going to meet Gene Kelly to discuss his being her co-star. Monroe died in August 1962. In September 1962, Jacobs said that J. Lee Thompson, who was another client of his, would direct the film following ''The Mound Builders'' (which became ''Kings of the Sun''). Jacobs wanted one of the "top three" stars in the world to play the lead, and "important names" to play the six husbands. No distributor had been signed. Later that month Thompson said he would make ''I Love Louisa'' with Elizabeth Taylor. In October the Los Angeles Times reported that the Mirisch Company, who had a long-term deal with Thompson, would finance. That month Betty Comden and Adolph Green signed to write the script. In December Thompson said Comden and Green wanted to call the movie ''What a Way to Go'' and that he hoped Frank Sinatra and Marcello Matroianni to play husbands. In January 1963, Thompson said he was confident about Frank Sinatra, Marlon Brando and

David Niven James David Graham Niven (; 1 March 1910 – 29 July 1983) was a British actor, soldier, memoirist, and novelist. He won the Academy Award for Best Actor for his performance as Major Pollock in '' Separate Tables'' (1958). Niven's other roles ...

playing husbands. In April 1963 Hedda Hopper reported that Steve McQueen would star in the film opposite Shirley MacLaine. MacLaine was formally signed in July 1963. Also that month Jacobs announced he had signed a deal with 20th Century Fox for the latter to finance and distribute. The production companies would be Jacob's Apjac and Thompson's Malibu Productions. The stars would be MacLaine, Dean Martin, Paul Newman, Robert Mitchum, Dick Van Dyke and Gene Kelly. Filming would start 8 August. Jacobs called the project "a sad comedy – a farout picture that has both loudness and pathos." According to Mitchum, Frank Sinatra had wanted $500,000 for two weeks worth of work, so they offered the role to Mitchum instead. He agreed to do it because he liked working with MacLaine and Thompson (who had directed him in ''Cape Fear''). MacLaine said, "There is – I hope – pathos, anyway that's what I'm trying to do. It's funny for a girl to go through five husbands, getting wealthier with the death of each one – but it's sad, too, because she didn't want them to die and she hates money." Gene Kelly originally had the rights to the story, intending to direct it, but relinquished it to Jacobs. Kelly agreed to appear in a single sequence. He choreographed the dance as well, calling it "a kind of gentle spoof of old movie musicals, though not as much of a parody, really, as ''

Sing Along with Mitch Mitchell William Miller (July 4, 1911 – July 31, 2010) was an American choral conductor, record producer, record-industry executive, and professional oboist. He was involved in almost all aspects of the industry, particularly as a conductor ...

''." Robert Mitchum's role was originally meant for Frank Sinatra, but Sinatra suddenly wanted several times more money than what the other male leads received, and the studio refused his demands. Gregory Peck was sought, but he was unavailable. The previous year, MacLaine had co-starred with Mitchum in ''

Two for the Seesaw ''Two for the Seesaw'' is a 1962 American romantic- drama film directed by Robert Wise and starring Robert Mitchum and Shirley MacLaine. It was adapted from the 1958 Broadway play written by William Gibson with Henry Fonda and Anne Bancroft ( ...

'', and she recommended him to director J. Lee Thompson who passed the endorsement on to the studio. Cummings signed in September 1963. The budget was a reported $5 million.

Shooting

Except for one scene at Los Angeles Airport, the entire film was shot on the Fox backlot on 73 sets. Because of the limited availability of the stars, the movie was shot over 45 days, which was considered short for a movie of this scale. The swimming pool set in the Pinky Benson sequences is the same set (with some minor redressing) used for ''

Something's Got to Give ''Something's Got to Give'' is an unfinished American feature film shot in 1962, directed by George Cukor for 20th Century Fox and starring Marilyn Monroe, Dean Martin and Cyd Charisse. A remake of ''My Favorite Wife'' (1940), a screwball comedy ...

''. MacLaine was quoted as saying that she was happy to work with "

Edith Head Edith Head (October 28, 1897 – October 24, 1981) was an American costume designer who won a record eight Academy Awards for Best Costume Design between 1949 and 1973, making her the most awarded woman in the Academy's history. Head is cons ...

with a $500,000 budget, 72 hairstyles to match the gowns, and a $3.5-million gem collection loaned by

Harry Winston Harry Winston (March 1, 1896December 8, 1978) was an American jeweler. He donated the Hope Diamond to the Smithsonian Institution in 1958 after owning it for a decade. He also traded the Portuguese Diamond to the Smithsonian in 1963 in exchan ...

of New York. Pretty good perks, I'd say."

Reception

Box office performance

''What a Way to Go!'' premiered on May 12, 1964, and grossed $11,180,531 at the U.S. box office, earning $6.10 million in the United States. According to Fox records, the film needed to earn $8.5 million in film rentals to break even and made $9.09 million, meaning it made a profit.

Film critics

John Simon of

The New Leader ''The New Leader'' (1924–2010) was an American political and cultural magazine. History ''The New Leader'' began in 1924 under a group of figures associated with the Socialist Party of America, such as Eugene V. Debs and Norman Thomas. It was ...

wrote 'The mildest thing that can be said about this film is that it is an abomination'.

Awards

''What a Way to Go!'' was nominated for two

Academy Awards The Academy Awards, better known as the Oscars, are awards for artistic and technical merit for the American and international film industry. The awards are regarded by many as the most prestigious, significant awards in the entertainment ind ...

for Best Art Direction (

Jack Martin Smith Jack Martin Smith (January 2, 1911 - November 7, 1993) was a highly successful Hollywood art director with over 130 films to his credit and nine Academy Award nominations which ultimately yielded three Oscars. Career MGM He made his debut in 19 ...

Ted Haworth Edward S. Haworth (September 26, 1917 – February 18, 1993) was an American production designer and art director. Active from 1950 to 1992, he was the production designer or art director on more than 50 feature films. He won an Academy A ...

, Walter M. Scott, Stuart A. Reiss) and Best Costume Design by

and Moss Mabry, a BAFTA Best Foreign Actress Award for Shirley MacLaine, a

Laurel Laurel may refer to: Plants * Lauraceae, the laurel family * Laurel (plant), including a list of trees and plants known as laurel People * Laurel (given name), people with the given name * Laurel (surname), people with the surname * Laurel (mus ...

award for Best Comedy and Best Comedy performer for Paul Newman, and an American Cinema Editors Eddie award for best editor for Marjorie Fowler. It won a Locarno Film Festival award for Best Actor for Gene Kelly.

References

External links

* * * * *
''What a Way to Go!''
at ''

TV Guide TV Guide is an American digital media company that provides television program listings information as well as entertainment and television-related news. The company sold its print magazine division, TV Guide Magazine LLC, in 2008. Corpora ...

'' (heavily cut and revised version of 1987 write-up originally published in '' The Motion Picture Guide'')
Complete dialogue
{{DEFAULTSORT:What A Way To Go! 1964 films 1960s black comedy films 1964 romantic comedy films 1960s satirical films 20th Century Fox films CinemaScope films American black comedy films American romantic comedy films American satirical films 1960s English-language films Films about widowhood Films directed by J. Lee Thompson Films scored by Nelson Riddle Films set in New York City Films set in Paris Films set in Washington, D.C. Films shot in Los Angeles Films with screenplays by Betty Comden and Adolph Green 1960s French-language films 1964 drama films 1960s multilingual films American multilingual films 1960s American films