#144 (tie) – To Be or Not To Be (1942), dir. Ernst Lubitsch


Where be your gibes now? Jack Benny stars as a pompous Shakespearean actor of the Warsaw stage who finds himself roped into the fight against the Nazis in director Ernst Lubitsch’s dark farce.

The devastation of Poland, Nazis, gross censorship, Nazis, infidelity, Nazis, espionage, Nazis, dead body disposal, and some more Nazis. Certainly doesn’t sound like much of a hoot, but director Ernst Lubitsch knew better. Radio comedy king Jack Benny and screwball comedy veteran Carole Lombard star as a Joseph and Maria Tura, a husband and wife team of actors in a Polish theater troupe. Due to the Nazi blitzkrieg and Maria’s dalliance with a young bomber pilot, the pair become caught up in a life or death ruse to silence a German spy and protect the Polish underground from the Gestapo. That all sounds like the plot of a super serious spy thriller, and that’s kind of the point, as To Be or Not To Be uses the look, beats, and fake facial hair of a wartime spy flick but turns everything on its head into a dark but supremely silly farce. The film was something of a bomb when it opened in 1942; apparently American audiences weren’t quite ready to laugh at the conflict they had just decided to finally join. But the movie has endured, most likely because, like Chaplin before him and Mel Brooks after him, the German-born Lubitsch knew that humor and satire are particularly powerful weapons in undermining the allure of Hitler and his minions. Countless movies since World War II have shown that the Nazis are among the most reliable cinematic villains; To Be or Not To Be demonstrates with aplomb that they can also be some of the best straight men in a comedic blitz. (99 min.)

S. – This film isn’t what I was expecting from Lubitsch. Certainly the glamorous styling and slick dialogue were present and accounted for. The surprise factor was a storyline far more farcical than sophisticated. We have seen two previous offerings from this famous director on the list, The Shop Around the Corner and Trouble in Paradise, both of which were infused with humour along with some complex characters that explored the intricacies of human relations. This escapade in war-torn Poland kept the laughs but dispensed with any deeper dimension. The action was centred around a troupe of actors, with their collective foibles, rivalries and vanities crowding the opening scenes. A scenario with a tonne of comedic potential although I felt it took some time for things to hit their stride. The opening sequences around the doomed Hitler play were quite hit and miss, there were a lot of characters introduced and it was difficult to figure out who was important and who was just a bit part. This section did lay the ground work for some of the repetitious gags that would pepper the film, but I found it a rather flat start. This changed, however, once the main players were allowed centre stage.

J. – I tracked down this movie many years back because I had (and continue to have) a lot of affection for Trouble in Paradise and The Shop Around the Corner. But my memory of To Be or Not To Be was that it was just OK. Seeing it again I’m willing to bump that assessment up to “quite good”, but I still don’t think it holds a candle to the other Lubitsch films on the Sight & Sound list. I feel that way for pretty much all of the reasons you have already stated, S. There are certainly glimmers of the Lubitsch sophistication in the early going, I mean just look at Carole Lombard’s incredibly chic gown (you know, the one she wants her stage character to wear in a concentration camp — now that’s vanity!). But I don’t think the film has anything near the excellent banter and sly innuendo that characterized Lubitsch’s earlier list films (no doubt in part because To Be or Not To Be was not written by Samson Raphaelson, the scribe of Trouble in Paradise and The Shop Around the Corner).

You mentioned that the movie picks up after the main players are allowed to become the focal point of the film, and I agree completely with that assessment. During the first half hour or so pretty much the only good bits are those when Benny or Lombard (or preferably both) are on screen. But they aren’t on screen all the time, and the movie suffers during those moments of absence. That first half hour really is all about set up — and not just for later jokes. Once the Nazis invade you get perhaps 15 minutes of straight plotting that doesn’t have a single laugh. I don’t mind a comedy getting serious, but To Be or Not To Be really gets lost in its narrative intricacies during this part, giving center stage to Robert Stack’s earnest bomber pilot. It’s a bizarre thing to see his character take up so much of the first 30-40 minutes of the film and then essentially disappear altogether when things start to get funny and, you know, good.


Benny, dressed up as a Gestapo Colonel, confers with his theater troupe buddies as they attempt to dupe a Nazi spy. The film had a fantastic opportunity on its hands to use the theater actors to create an ensemble comedy but largely pushes everyone by Benny and Lombard out to the margins in the second half of the film.

S. – I was rather baffled by Stack’s role, it really felt underdone. The relationship between Lieutenant Sabinski and Maria Tura never gave off any heat and the aside with the Polish fly-boys, which introduces the duplicitous Professor Siletsky, seems stilted and awkward. The part had a clear purpose for the narrative, but as you point out, J., Sabinski’s absence once the action returns to Warsaw barely causes a ripple. Fortunately either Lombard or Benny grace the screen once the innocuous Lieutenant has served his purpose and the entertainment level rises dramatically. This is the first time I have seen Lombard in a film and she has some major star power. She is wonderful to watch, gracefully displaying the wit and charm of a talented actress along with a dazzling streak of sarcasm. The simmering rivalry between herself and her less accomplished husband nimbly flickers between playful and earnest as they struggle to be their better selves. Also the witty repartee exchanged with Professor Siletsky as he seeks to win her over to the Nazi cause was a lot of fun.


Carole Lombard is wonderful in the rather underwritten role of Maria Tura, using her glamour and wry intelligence to toy with the boys on every side of the conflict. Robert Stack is less successful in his role as an excitable pilot, but he can hardly be blamed as the script pretty much does away with him 40 minutes into the film.

J. – Lombard is a wonderful actress and does a great job with a role that I think is a bit underwritten (not Sabinski underwritten, but nonetheless rather thankless). She definitely has megawatt star power, and I particularly liked those scenes you mentioned with Prof. Siletsky where she expertly plays him. But my introduction to Lombard’s work was as her being a complete lunatic in the 1936 screwball classic My Man Godfrey, so it is a bit of a shame to see her playing so straight a role when she is such an excellent comedienne. Apparently, Trouble in Paradise firebrand Miriam Hopkins turned down the Maria Tura role because she realized that Benny was going to get all the laughs. And Benny is at the center of most of film’s many funny moments. His character may be named Joseph Tura, but Jack Benny basically plays Jack Benny in this movie. That’s actually a bit of genius, and not just because Benny’s schtick is very funny, but because the film forces Benny to take up many roles — Joseph Tura, Hamlet, a Gestapo officer, and an imposter Prof. Siletsky — all of which are just Jack Benny with different hair. It thereby takes Benny’s limited range and makes an asset out of it, because you know he’s going to screw up but you also know that somehow his arrogance will carry the day (“That famous Polish actor Jospeh Tura; no doubt you’ve heard of him?”).

But it’s a damn pity that the film doesn’t do more of the same with the other performers in the Polish theater troupe. The movie sets up this excellent resource for humor — bad actors who happen to have a bunch of Nazi uniforms at their disposal — but it generally uses the bit players more for plotting and drama than comedy. And that once again means that the film flounders whenever Benny isn’t on screen. I think this lack of development for supporting characters is particularly true of Felix Bessart, who was so good as the timid but warm-hearted Mr. Pirovitch in The Shop Around the Corner. But here Bessart is reduced to a one note Jewish character who gives Shylock’s famous soliloquy from The Merchant of Venice three freakin’ times during the film. I appreciate the sentiment, but it plays out in very leaden fashion.


The film gets some of its best laughs out of the ineptitude of the theater players as they try to pass themselves off as Nazi officers. Here one of the players tries to rein in a particularly hammy colleague without Prof. Siletsky (Stanley Ridges) getting wise to the ruse.

S. – I have to agree that this film is full of missed opportunities. The premise is funny and the cast is packed with the capacity to be spectacular, yet a lot of moments just fizz along rather than explode into life. I suspect a lot of it has to do with the one-dimensional aspect of the characters. Most of the supporting cast were present to prop up a single joke, stepping forward to say their piece on cue — a prime example being Bessart’s oft-repeated Shylock soliloquy — but then were left as extras for the rest of their time on stage. Even though the various jokes employed using this format are pretty good it gives a hollowness to the production, and for me the reliance on repetition had the effect of raising a smirk rather than a giggle. I was reminded of the set pieces you see in a skit show, which are funny and clever but don’t have the momentum to carry you beyond the present moment. My favourite pieces are definitely those involving rapid-fire exchanges with either Benny or Lombard. The fast-talking Benny masquerading as Nazi spy Siletsky while squaring off against the dim-witted Colonel Ehrhardt (Sig Ruman, of Only Angels Have Wings) was a highlight, as was any chatter between the two main stars. The result is an entertaining flick although it falls short of its potential and, in my opinion, To Be or Not to Be is the weaker of the Lubitsch films we have seen so far.


Sig Ruman’s Gestapo Colonel is a marvelous character, and his scenes with the disguised Benny are probably the best in the film, with particularly high scores going to the scene with the dead guy in the chair. Schultz!!

J. – I think it’s pretty clear that I agree with you there. But I really feel a bit bad for putting the film down as much as I have, because there are some really inspired bits and I definitely got some good laughs out of it. I too like the scenes between Benny’s faux spy and the Gestapo colonel. Sig Ruman is just generally funny in this film, and was really the only character other than Benny that was allowed to be overtly comic and ridiculous. He’s a great choice for the role, as he has the ability to be loopily genial but also threatening (as he is in a personal favorite of mine: Billy Wilder’s POW film Stalag 17). So it was always a relief whenever he was on screen, because you knew the black comedy factor was going to sky rocket. And speaking of black, this is a film of deep shadows and nighttime intrigue, so it looked fantastic and rather unique for a comedy, which tend to be brightly lit. So I certainly appreciated the style and feel of the film, even if it did perhaps undercut the funny a wee bit.

But I think I know what it really is that makes this movie so different from Lubitsch’s other list films — it’s very American. Trouble in Paradise and The Shop Around the Corner may have been largely populated by American actors, but there was a feel about them that was very distinct from other American film comedies. They were calmer and suaver, more relationship-centric and intimate. They give the viewer the idea — or at least an ideal — of Continental sophistication. To Be or Not To Be is brasher, more nationalistic, more violent, and more about the little guy coming up big in the end — all very American comedy staples. Lubitsch may have set the film in Poland, but the laughs come from Hollywood.

Related yammers:
#144 – The Great Dictator (1940), dir. Charlie Chaplin
#202 – The Shop Around the Corner (1940), dir. Ernst Lubitsch
#117 – Trouble in Paradise (1932), dir. Ernst Lubitsch
#202 – Duck Soup (1933), dir. Leo McCarey

One thought on “#144 (tie) – To Be or Not To Be (1942), dir. Ernst Lubitsch

  1. Pingback: Outliers: McLean Film Study Lists | McLean Film Study 1969-1999

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