When people think of Busby Berkeley movies, The Goldiggers of 1933 and 1935 plus 42nd Street top the list. This picture tends to get overlooked, but I have NEVER seen anything as transcendently wacko as the By A Waterfall number. It helps that this was one of the last precode musicals, but if you think that sex was invented in 1963, you have not seen Berkeley's lizard brain- generated Fugue on a Theme by Sigmund Freud. It's truly impossible to describe, but I fantasized about Leni and Joe catching this picture in a screening room at UFA and deciding that this would have to be the benchmark for next year's picture about the Nuremberg rally. Other highlights in the picture include Jimmy Cagney blasting his way with explosive energy, Joan Blondell making a case as one of the unfrairly forgotten screen presences of the 1930s and of course the Honeymoon Hotel and Shanghai Lil sequences, These would rate as oustanding in their own rights, but have the misfortune of being in the same picture as Waterfall. Dick Powell and Ruby Keeler are an interesting case. Keeler is a kind of depression glass artifact of the movies. People loved her for her inadequacies. Powell would have gone down in movie history as a somewhat de-testosteroned romantic tenor until he turned in a Philip Marlowe performance ten years later that surpassed Bogart playing the same character. It's strange, but my memories of the later role shadow and add depth to the earlier operetta work, lending his sappy crooning about gushing liquids and embowerment at the honeymoon hotel a latent menace. OK, so why not 5 stars? The first hour of the picture is watchable, but suffers from the structural risk that the film took in staging all of the musical numbers in the last half hour. See the first hour once, and you need not see it again. Although the Turner VHS print is quite good, a decent transfer to DVD would be a most excellent thing. But I guarantee that the final sequences will make even the most jaded movie goer spit out their popcorn in astonishment.