Baby Face (1933) Directed by Alfred E. Green. Barbara Stanwyck, George Brent, Donald Cook (76 min).

Sultry Lily, pimped by her degenerate father, breaks free and sleeps her way to the top of an Art Deco skyscraper with no regrets. Baby Face was one of the most notorious films of the Pre-Code era, and is often cited as one of the causes of film censorship being imposed in mid-1934. The heroine, Lily, uses her sexuality both for empowerment and well as social mobility, and thrives with her sinful lifestyle. Certainly, there are plenty of men willing to participate in her horizontal negotiations. The censors felt the film was “glorifying vice” and ordered it edited to show “morally compensating values.”

The story of Baby Face was written by Darryl Zanuck, as Warner Brothers answer to Jean Harlow’s racy Red Headed Woman, about another calculating sexpot for whom the wages of sin had a big pay off. He sold it to the studio for $1 (his weekly salary was somewhere between 3-5 thousand Depression dollars), Zanuck felt the prestigious MGM (where Harlow’s picture was made) was treated more generously by the censors than the scampy, low budget WB. The script was written by Gene Markey and Kathryn Scola, and the studio knew right away it was trouble, although the censors were willing to work with the studio to clean it up, “and the fact that Barbara Stanwyck is destined for the leading role will probably mitigate some of the dangers in view of her sincere and restrained acting” (Viera). It’s worth noting that the film is as powerful as it is, and no doubt offended guardians of public morality as it did, because of Stanwyck’s exceptional performance.

The screenwriters would note during one of the scenes, “We go as far in this scene as the censors will allow.” And, in fact, Stanwyck was “an inventive partner in the sleaze” she was part of a story conference which determined that her character would be sexually exploited by her father. Zanuck’s career with Warner Brothers was cut short soon afterwards, only in part because of his championship of this exploitative film. Salaries at the studio had been cut, and when the Motion Picture Academy recommended they be restored after Franklin D. Roosevelt’s 1933 election and his Bank Holiday, and cheapskate Jack Warner refused, Zanuck felt his promise to the studio employees had been undermined, and he quit rather than be viewed as dishonest.

The version of Baby Face released in 1933 and shown thereafter displayed the heavy hand of censorship, in part, because Stanwyck, for whatever reason, refused to do retakes. Lines were abruptly edited, (the “sweetheart of the night shift” became “sweetheart—” and moralizing imposed through a character whose advice to the heroine seen here is considerably different than that recommended by the Catholic Legion of Decency. Library of Congress curator Mike Mashon, a great friend to this series at the Museum, and a lover of Pre-Code movies, was looking through the holdings for a print for the London Film Festival’s annual Pre-Code Festival. The Library has the original camera negative for every Warner Brothers film before 1950, but when he looked at the original negative and compared it to a duplicate negative in the collection, the duplicate appeared to be a little longer. He couldn’t believe what he had found, “It was a moment archivists live for. I knew in the first five minutes that this version was different. I can’t begin to describe the sheer joy of discovery, the feeling that I may have been the first person since 1933 to see Baby Face uncut.”

Stanwyck and George Brent in a posed still.

Here he gets the fan magazine treatment.

Barbara Stanwyck made many marvelous films in her long career, but the films that she made in the Pre-Code era (1930-34) at Columbia and Warner Brothers are unforgettable. She’d come up the hard way, a Brooklyn girl who’d been hoofing in the chorus line since she was 15. Stanwyck came to Hollywood with her husband, vaudeville star Frank Fay, to break into movies. Whatever magic he had on stage did not transfer to celluloid. He went from one wretched picture to another, and he drank more and more. He couldn’t tolerate his wife’s success, and their marriage would not last long. Their unhappy relationship is one of the several real-life inspirations of A Star is Born. But, it was Fay who insisted that director Frank Capra look at a test his wife had made for Warner Brothers, convincing the reluctant director she was perfect for the lead role in Ladies of Leisure, her breakthrough part. Stanwyck’s odd beauty, her Brooklyn accent, her vulnerability, her grit and her electric raw emotions set her far above the run-of-the mill starlet. She also played a fake evangelist for Capra in The Miracle Woman, and a hard-boiled mail order bride in The Purchase Price and the Night Nurse who saves a couple of wealthy children from foul play, both for director William Wellman.

Part of the reason Stanwyck consented to do Baby Face, was that she was promised the glamour treatment. Fans “disapproved of all the ‘gingham’ and ‘flannel’ roles she had been playing, and wanted her to ‘go back to her evening gowns.’”(Smith). One particularly dramatic gown was reworked by budget minded Warners a few months later for her to wear in The Purchase Price. Her social climbing involves a luscious Orry-Kelly wardrobe, and a parade of fussy blonde wigs.


Another trigger point for the morality police was Lily’s comradely relationship with her maid, Chico, played by with subdued intelligence by USC music student Theresa Harris. In the alternative timeline of Hollywood we will never get to see, she would have been a glamorous movie star, herself. The Houston-born Harris was featured by director Josef von Sternberg in Thunderbolt, and in a smaller role in Morocco. In 1933 she also had a flashy part in Hold Your Man for MGM co-starring with Jean Harlow and Clark Gable. But, by the next year, she would be relegated to dumb maid roles. She didn’t mince words when talking to the press, “I never felt the chance to rise above the role of maid in Hollywood movies. My color was against me…my ambitions are to be an actress. Hollywoood had no parts for me” (Bogle). The Production Code would soon not only enforce standards against vice, or as they preferred, “impure love” but against showing people of color in the relatively non-stereotyped way shown in Baby Face.

Stanwyck and her best friend, Teresa Harris, plot to escape

Baby Face was part of a cycle of “fallen woman” films, played both as melodrama, (Madame X, The Sin of Madeleine Claudet) and comedy (Red Headed Woman, any film by Mae West, like I’m No Angel). The heroine, Lily, blantantly uses her sexuality to expoit and control male desire. The censors insisted on cuts (listed below in Mike Mashon’s list of comparisons between the two negatives). The studio could cut scenes that showed money changing hands as an indication that sex was being sold, and various other indications of pre- or non-marital love, but the whole structure of the film made it impossible to sanitize everything. The visual metaphor of Lily’s rise up the phallic skyscraper, scored to the honkey tonk piano of “St. Louis Woman,” a style of music associated with speakeasy and bordello, meant the message of the film would survive the censor’s scissors, even if individual moments did not. Lily, the heroine’s name, was in itself offensive, with its echoes of Mae West’s notorious character, Diamond Lil. The unedited version of the film is still quite shocking. I’ve never seen an old movie in which the heroines breasts were groped by a sleazy character. Audiences both laughed and gasped at Lily’s calculating use of her sexuality.

I have to say, the one line in the movie that struck me during the most recent screening was when George Brent says, in voice over, “I don’t care that you’ve been with other men, I love you.” His masculinity remained secure, despite her “reputation.” How many tears were shed in classic Hollywood films because the Production Code censors dictated you couldn’t say that anymore?

This image from a late 1930s scrapbook must have been from an article about the Production Code. Whether the interest was in censorship, the film, or Barbara Stanwyck (a great favorite of scrapbook keepers) cannot be known.

By mid-1934, it was clear to those who wished the movies cleaned up that whatever compromises the studios negotiated would not do the job. Baby Face, even censored, and other envelope-pushing films, could not be shown at all after the Production Code was enforced, and would not be sold to the early tv stations in the 50s and 60s, when the Code was still observed. So, many of them, with the exception of King Kong and Tarzan, effectively vanished from popular culture, until recent revivals have brought these rough-hewn gems back into the light.

Here is a posed studio shot with up and coming star, John Wayne. As you can see below from an article from Pauline Pinney’s 1933 movie star scrapbook, He was still better known for his football career than his movie roles.


BABY FACE censor cuts (based on Mavis 2444-7)

1. Cragg asks Lilly about the book he’s loaned her, and makes specific reference to “Nietzsche, the greatest philosopher.”
2. Lilly’s father is shown counting money before Ed arrives.
3. Camera pans Lilly’s body from Ed’s POV.
4. Father gets money from Ed, clearly to pay for his tryst with Lilly.
5. Shots of Ed patting Lilly’s knee are longer.
6. After she slaps Ed, Lilly exits and pours herself a beer. Ed grabs her from behind, and she breaks a bottle over his head.

Lilly and Cragg
1. Close up on book WILL TO POWER by Nietzsche.
2. Cragg’s speech to Lilly is totally different. Rather than implore her to choose right over wrong, he now tells her to exploit men to get what she wants.

Lilly and Chico in a train boxcar
1. Discovered by an inspector, Lilly seduces him.

Gotham Trust Personnel Department
1. On the way to Gotham Trust, Chico longs for pork chops.
2. Personnel assistant is shown following Lilly into the boss’ office.

Mortgage Dept
1. Brody tells Lilly to “stick around after 5.”
2. Brody and Lilly seen entering Ladies Rest Room. Rest of scene plays out identical to OCN.

Brody at Lilly’s apartment
1. Lilly won’t allow him in, tells him to “think of your wife and kids.”

Lilly in Carter’s office
1. Carter ogles Lilly twice, the second time not in the OCN.
2. Carter reaches for his pen, apparently to write her a check.

Lilly’s apartment
1. Carter arrives at Lilly’s apartment at night, leaves in the morning.
2. Later, Lilly is seen getting out of chauffeured car.
3. Lilly asks Chico not to call her “honey” so much.

Christmas Day
1. Another major change: Cragg sends Lilly a copy of Nietzsche’s THOUGHTS OUT OF SEASON. A passage is highlighted that concludes, “crush out all sentiment.” Again, this is completely different in tone from the OCN, in which Cragg sends her an admonishing letter.

Stevens and Carter
1. Stevens is distraught, telling Carter is he knows “some man is keeping her.”

New Years
1. We see Carter shot, but the remainder is identical to the OCN.

Lilly and Trenholm in a Paris apartment
1. After Trenholm says he hadn’t really thought about marriage, Lilly says, “it needn’t last forever. You could divorce me in 2 weeks.”

Lilly and Trenholm return to New York
1. Outside Gotham Trust, Trenholm sees people trying to push their way into the building; apparently there’s a run on the bank. This is trimmed in the OCN.

Lilly on the boat
1. As Lilly plays a record, she sees the faces of all the men whom she’s seduced, beginning with the train guy and ending with Trenholm.
2. Trenholm’s VO: “I know you’ve known other men before me, probably more than one. But I don’t care.”

1. Attendant tells Lilly that Trenholm has “got a good chance.” Trenholm smiles weakly at her. THE END.

A capsule movie magazine review


Shown in 2006 with the Vitaphone musical short, Don Redman and his Orchestra. They play four songs, “Yeah, Man,” “Ill Wind,” “Nagasaki” and “Why Should I Be Tall?” Redman was the first great arranger for jazz, virtually creating the form where the large ensemble paused for hot jazz solos. He was a child prodigy who graduated with a college music degree from his native West Virginia, but also studied in music conservatories in Boston and Chicago. Redman played many wind instruments, including clarinet, the saxes and oboe. He played with, and arranged for, Fletcher Henderson, Louis Armstrong and McKinney’s Cotton Pickers. During the 1930s, he had a regular gig at Connie’s Inn in Harlem, one of the legendary jazz spots. This swinging short, coming at a time when there were relatively few images of African Americans in the popular media, would show black folks across the country how the hep cats in Harlem were dressing, talking and dancing. Redman is not just a great musician, but he is an entertainer as well, and the high spirits, funny lyrics and hot solos in this short are most enjoyable.


(Photos from Hilda Price’s movie star scrapbook (Brent), Claire Drazin’s movie star scrapbook (Barrat and Stanwyck) Pauline Pinney’s movie star scrapbook (Morrison), Stanwyck and Brent and glamour photo from Smith, Jerry Ohlinger’s Movie Materials Store (Stanwyck and Wayne), Doherty (Harris and Stanwyck) Sources include: “ A Wanton Woman’s Ways Revealed, 71 Years Later” by Dave Kehr, New York Times 01/19/05, Pre Code Hollywood by Thomas Doherty, Sin in Soft Focus by Mark Viera, Stanwyck by Axel Madsen, Forbidden Films by Dawn B. Sova, Starring Miss Barbara Stanwyck by Ella Smith, The Wages of Sin: Censorship and the Fallen Woman Film 1928-1942 by Lea Jacobs, Bright Boulevards, Bold Dreams by Donald Bogle, September, 1933 Silver Screen, Pauline Pinney’s movie star scrapbook, Mike Mashon, personal communication.