Monroe, Bacall, and Grable show you... How to Marry a Millionaire (1953)

Schatze Page (Lauren Bacall) gets out of a cab and enters a high-rent apartment building. A man shows her a beautiful, spacious apartment, assuring her that the place can be hers since its previous owner, Freddie Denmark, is evading the IRS for a year's worth of unpaid taxes. As soon as the deal is done, Schatze calls up her girlfriend, Pola Debevoise (Marilyn Monroe), who races over. She has a tough time seeing her way to the door, but once she's inside, Schatze chastises her for not wearing her glasses.

Finally able to see, Pola is amazed at the apartment and wants to call her friend, Loco Dempsey. Immediate alarm bells for Schatze: "I can't shack up with a dame I've never met, and she's crazy!" Pola tells Schatze to give Loco a chance, so they invite her up and ask her to stop somewhere and bring them lunch. Schatze is even more skeptical of Loco, though, when she informs them that she only has a quarter on her. "Now, there's a fine contribution to a million dollar proposition -- one whole quarter!" "Maybe, but she's awful clever with a quarter," Pola beams.

Schatze needn't have worried. We cut to Loco (Betty Grable) coming off the elevator with bags of groceries, along with a handsome man helping her to carry them. It seems that Loco "forgot" her purse and this nice gentleman, Tom Brookman (Cameron Mitchell), offered to pay for all her things. Schatze rather brusquely shoos the man out the door, advising the ladies that a suitor who can't even bother to wear a necktie doesn't deserve their time if they want to catch millionaires. Plus, a guy who picks you up in a drugstore isn't likely to be worth millions, unlike a man in the fur department at Bergdorf's. Cut to Brookman exiting a taxi and going into a building with large lettering that spells out Brookman Building. Oops.

Back at the apartment on the terrace, the ladies sip champagne and discuss their ultimate plan: to snag wealthy husbands. Schatze is motivated by a failed marriage to a jerk ("I was absolutely nuts about that guy, and you know what he did to me? First off, he gives me a phony name. Second, it turns out he was already married. Third, from the second the preacher said 'amen,' he never did another tap of work."), and her ideas put stars in the other girls' eyes. With a great apartment like this one, they'll be more likely to meet rich men. But how are they going to keep paying for this joint with just their modeling jobs? Schatze's got it covered -- piece by piece, they sell their furniture until the whole place is practically empty. Pretty clever, if you ask me.

 Fast forward three months later. The girls are getting low on funds and they haven't even hooked one single rich guy. "You don't have to catch a whole herd of them. All you need is one nice, big, fat one," Schatze laments. As if on cue, Loco comes home with J.D. Hanley (William Powell), a millionaire she got to pay for her stuff at Bergdorf's. Schatze is practically salivating, especially when J.D. invites the ladies to a dinner the Oil Institute is throwing. As Pola says, "Sounds just creamy to me."

The women put on gorgeous gowns and one by one, they bail on the boring dinner and go to a nice restaurant with their dates. It's pretty funny to see Loco, Pola, and Schatze pepper their dates with questions -- they're so obvious, but think they're so subtle. Well, except for Loco, who flat-out asks her date (Fred Clark), "Are you married?"

By the end of the evening, Schatze clearly has the best prospect. J.D. is a sweet, lonely widower, and he genuinely likes Schatze, although you get the feeling that he knows what she's after. Loco's guy is rather harsh towards women, particularly his wife and daughter, and, as Lo points out, he's a square. Pola's date never shuts up about all of the expensive items and wealthy people he knows. Later that night, the girls dream of their futures with their husbands' magnificent money. Well, except for Lo, who is dreaming of a hot sandwich. A girl's got priorities.

Although Loco's date, Waldo Brewster, is married, she decides she's got nothing better to do, so when he asks her to go his Maine lodge with him, she accepts. Only she thought that when he said "lodge," he meant a convention in a big hotel, not an actual lodge. The two quickly became disillusioned with each other, which is exacerbated when Lo becomes very ill with measles (her telltale sign: rum smells like a carnation!) and she's forced to stay in bed.

Eben (Rory Calhoun), a guy who Brewster hired to pick them up from the train station, helps nurse Lo back to health. When Brewster winds up with the measles too, Eben and Lo have fun skiing and playing in the snow, quickly falling in love. Thinking that Eben owns acres of Maine property, Lo is thrilled. Her bubble is soon burst, though, when he tells her he is actually a forest ranger. As soon as Brewster is healthy again, he and Lo go back to New York, leaving Eben plenty bitter.

Meanwhile, the apartment's owner, Freddie Denmark (David Wayne), sneaks back into his place incognito. It's funny to watch him as he confusedly searches his apartment and finds most of his furniture gone. He's forced to hide when Schatze and J.D. arrive from an evening out. J.D. tells Schatze that it's clear the girls are in financial trouble. There never was a maid or a cook who were conveniently never there when he was, the furniture isn't out to be cleaned, and looking at their empty fridge and cupboards tells him that they can't afford to buy much food.

Because he's such a lovely guy, before he goes back home to Texas, he buys back all of the girls' furniture. It's not the marriage proposal Schatze was working for, but she'll take it. Denmark hightails it out of there before he can get caught, only to run into Pola. She assumes he is a visitor of Schatze's and he is able to leave without suspicion. Pola excitedly tells Schatze that she is engaged to Mr. Eye Patch! Always the cynic, Schatze isn't that enthused.

Some time later, Denmark makes another attempt to get to his safe in the apartment (this time he's surprised that all the furniture is back). He succeeds until Pola catches him again. Still thinking he is a friend of Schatze's, he is able to get away without a problem. Pola's fiance calls just then, telling her to get on a plane to Atlantic City, where they'll meet up to get married after he finishes business in Washington.

On the plane, she finds herself seated next to none other Denmark. Over the course of the flight, the two become fast friends. He helps her get over her insecurity regarding her glasses, and she sympathizes with him when he tells her how a crooked accountant pocketed the money for his taxes instead of paying them. Now he's on his way to Kansas City to confront the crook. Wait, Kansas City?! Not Atlantic City? Without her glasses on, Pola boarded the wrong plane. But honestly, she doesn't care now that she knows Freddie.

Back in New York, Schatze is forced to hold down the fort after Pola and Loco have disappeared. She starts selling the furniture again and when Tom Brookman calls her up for a date, she's bored enough to say yes. In a great scene, Schatze, all dolled up in red and a fur coat, dominates a huge hamburger with a million toppings while Tom tells her he sees right through her snooty upper-class facade: "Trouble with you is you're a hamburger-with-onions dame and you won't admit it... I just don't believe you're the kind of girl you pretend to be at all." Schatze doesn't really care, she just wants another burger -- with chili this time. Despite repeatedly telling Tommy she never wants to see him again, we get a montage of their dates, which start with her acting annoyed at his calls and end with bitter fights over money or passionate kisses in taxis.

Schatze still has to pay the bills, though. Say goodbye to the pretty furniture again! She's in for a surprise when J.D. suddenly walks back into her life. In spite of his hesitancy over their age difference, he proposes and Schatze is all too quick to forsake Tommy for J.D. Before you know it, it's their wedding day. After days of radio silence, Pola and Loco return -- with their new husbands! Loco had gone back to Maine and married Eben, while Pola eloped with Freddie in Kansas City, all off-screen. Schatze, naturally, is aghast at her friends' choices. Lo married a "fireman" with no dough and Pola married a blind guy who's on the lam. (It doesn't help that when Freddie confronted his accountant, his glasses fell off and the accountant put him in a neck brace. That's gotta hurt your ego.)

Although she thinks the girls have made mistakes, she realizes how happy they are. She walks down the aisle, but before the preacher can get very far, she asks J.D. to take her back to her room where she tells him that she can't go through with it. He's disappointed, but he understands. Side note: can I marry J.D.? He's kind of the best. He sees through Schatze's anger towards her friends and gets her to admit that she is in love with Tommy, who she still assumes is a gas pump jockey because that's all she seems to fall for. J.D. informs her that he saw Tommy in the living room, and despite Schatze acting like she's furious about it, J.D. reunites them.

Now husband and wife, Schatze, Tommy, and the rest of the gang feast on burgers and hot dogs at the diner from earlier. As a joke, each husband says what they're worth. Eben is good for $14, "give or take a nickel," while Freddie can't even get his hands on anything. When it's Tommy's turn, he gives everyone a good laugh with his answer of "about $200 million," mentioning all the stocks, properties, and businesses he owns. They all think it's a gas -- until he pays for the check with a $1,000 bill, just one of a huge roll. The girls promptly faint, and the men toast their wives.

How to Marry a Millionaire was the first film to ever be shot in CinemaScope, although 20th Century Fox released it after their second CinemaScope film, The Robe. Thanks to television, every studio was scrambling to find ways to entice audiences back to the big screens -- CinemaScope, stereophonic sound, drive-in theaters, and 3D were just some of the concoctions created. I like that HTMAM is a simple comedy with a relatively small cast, yet it was put through the same process as giant epics with scores of extras and wildly extravagant sets.

Of course, HTMAM has its own lovely sets, courtesy of Lyle Wheeler and Leland Fuller (art direction), and Walter M. Scott and Stuart Reiss (set decoration). If I could live in any cinematic world, I would definitely want HTMAM's as an option. I also think that director Jean Negulesco did a fantastic job of filling the lens. Even in scenes with only two people, the screen utilizes the space very well. It's definitely a feast for the eyes. Charles LeMaire and Travilla's costumes are also stunning with a capital S. I can never get over how drop-dead gorgeous our three stars look throughout the film. Schatze's wedding gown is especially jaw-dropping.

While the film looks incredible, what really makes HTMAM shine is its cast. It was William Powell's second-to-last film, and it makes my heart happy to know that the ever-wonderful Mr. Powell got to go out on top, critics-wise and box office-wise. Cameron Mitchell -- who you may remember as the musician Doris Day loves in Love Me or Leave Me -- is great as the arrogant millionaire who can go toe-to-toe with Schatze, while Rory Calhoun does well with what little he is given. Out of the three husbands, though, my favorite is David Wayne. I don't think we talk enough about what a fun, talented actor he was, and he has unexpected chemistry with Marilyn.

Of course, the majority of the film's vivacity and humor comes from its main trio. The three leading ladies were each at different career points. Monroe was the rising star, having just released Gentlemen Prefer Blondes and Niagara. Bacall, meanwhile, had taken a three-year hiatus to spend time with her family. HTMAM was her first comedy and demonstrated that she was spectacular in the genre. Grable, on the other hand, was a known comedienne after starring in numerous delightfully frothy musical comedies for Fox in the 1940s. She knew her time was running short as the queen of the lot, though, especially since Ms. Monroe was gaining popularity fast. Grable, ever the gracious woman, ceded her top spot to Monroe without grudges, and she only did a few more pictures after HTMAM. It's clear how the studio was shifting towards Monroe when you look at the advertising. Despite Grable being billed first, Marilyn's image is everywhere.

The press tried to insinuate (and even incite) feuds between the three women, but it never materialized -- everyone loved everyone. Nunnally Johnson, the producer and writer, wrote in a letter that "Betty Bacall fell in love with Grable and now thinks she's the funniest clown she ever had the pleasure of knowing. Which is not far from true. Miss Grable is a real hooligan, and is a fine salty, bawdy girl, without an ounce of pretense about her. In addition, she's giving a better performance than anything she ever did before."

Although there was no fighting among the cast, Marilyn did cause some problems due to her insecurity, which would only rise as her career went on. In her autobiography, By Myself, Bacall wrote:

 "Betty Grable was a funny, outgoing woman, totally professional and easy. Marilyn was frightened, insecure -- trusted only her coach and was always late. During our scenes she'd look at my forehead instead of my eyes; at the end of a take, look to her coach, standing behind Jean Negulesco, for approval. If the headshake was no, she'd insist on another take. A scene often went to fifteen or more takes, which meant I'd have to be good in all of them as no one knew which one would be used. Not easy -- often irritating. And yet I couldn't dislike Marilyn. She had no meanness in her -- no bitchery. She just had to concentrate on herself and the people who were there only for her."

Although it is typically categorized as a romantic comedy, in my opinion HTMAM isn't particularly romantic. The true joy of the film comes from Bacall, Monroe, and Grable, whose beautifully calibrated performances cause you to focus on their characters and their friendship. When they aren't sharing the screen with one another, the movie is still charming, but you can feel this little extra spark missing. Bacall, Monroe, and Grable were such magical and magnetic actresses, and they really created something special as tough Schatze, beguiling Pola, and earthy Loco.

For me, How to Marry a Millionaire is the definition of cinematic comfort food. Nothing feels cozier to me than cuddling up with this movie. Hilarious and stylish from start to finish, you couldn't ask for a better time.


This is my contribution to the Third Annual Lauren Bacall Blogathon, hosted by In the Good Old Days of Classic Hollywood. You can check out the other tributes to this magnificent woman here.


  1. Thank You. As always a wonderful and interesting blog. Didn't you just love the witty references to Humphrey Bogart and Harry James. Ros Down Under

    1. Thanks, Ros! I do love those moments. Just another example of how fun this movie is!

  2. Hi there Michaela, love you to join my latest blogathon...

  3. Thank you for writing such a lovely piece on one of my favourite films. I'm a sucker for any film that is set in New York City, thrown in Bacall, Monroe and Gable and it's perfection. Although, I'm sure that the actor Cameron Mitchell was not the boyfriend in The Band Wagon; that would have been James Mitchell.


    1. *face palm* Oops! Thanks for the correction. I had meant to take out that part about The Band Wagon and clearly I forgot.

      Thanks for reading, Betty!

  4. Hi Michaela, This surely is a fun movie, and your post captures it perfectly! It's been way too long since I've seen this film. What comes to mind immediately is the score and Marilyn's glasses! I really enjoyed behind the scenes info you've given us. It does look like everyone was having a good time when filming this. You can even tell from the behind the scenes picture of the three leads how much they loved each other.

    Also, I've nominated you for The Sunshine Blogger Award! In case you're interested, I'll leave the link below for you to check it out.

    1. Thanks for reading! Marilyn's glasses are incredible -- it's understandable why you'd remember them! And I agree that it sounds like a fun set. I especially appreciate Bacall's comments on Marilyn. She could be difficult, yes, but it didn't come from a malicious place.

      Wow, thank you! I've had to take a step back from blogging to focus on grad school, but I'll try to respond to your nomination as soon as I can. :)

    2. Yes, that was very thoughtful and caring of Bacall. I'm sure she understood Marilyn much better after working with her. I love hearing those firsthand accounts! A great anecdote to include in your piece!

      Oh, wonderful and my pleasure! There's no rush. I'm looking forward to your response! :)

  5. Really enjoyed your article and a film I've generally thought 'meh' towards (yes to my personal detriment). Your work has sparked my interest! Thanks so much!

    1. I know how you feel! (For me, it's On the Town.) It's always gratifying to hear that you've encouraged someone to revisit or reconsider a film. Thanks for reading!

  6. Do you think I will really be able to catch a millionaire? Just kidding! Okay I did not read the whole post since I was afraid of spoilers but I am guessing that there is a message about morality at the end?

  7. Thank you for sharing the in’s and outs of HTMAM. If it is showing on TCM, I watch it. Love the movie, the characters, plot, but especially love the wardrobes worn by Lauren Bacall, Betty Grable and Marilyn Monroe!

    1. Agreed! It's just a great movie in so many ways.

      Thanks for reading!

  8. Didn't anyone notice the currency at the end? El Estado De Sonora.


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