Under the Rainbow (1981)

“The pearl is in the liver.” 

We open on the outskirts of Topeka, Kansas, circa 1938, where the diminutive Rollo Sweet checks in at the general store to see if a reply from Hollywood has come for him yet. It hasn't. And as the clerk pokes fun, saying he's way too short to be in the movies, Rollo (Hubbert) ignores this and just joins a few other locals gathered around the wireless to listen in on one of President Roosevelt's fireside chats.

But before addressing his own country's Great Depression, the President first sermonizes about how much worse it is in those other countries around the world currently under threat of fascism. Here, when the radio signal keeps fading out, Rollo offers to go and fix the aerial. But once on the roof, as he adjusts the wires, he then slips and falls, landing in a heap of garbage.

Inside, not realizing their friend has fallen, as the radio's signal suddenly turns crystal clear, everyone shouts a thank you to the unconscious Rollo on a job well done. Thus, as Roosevelt's broadcast continues, we switch venues from Kansas to Berlin, Germany, where Adolf Hitler is also listening in -- and he is none too happy with what that verdammter Amerikaner has been saying about him.

Calling for his best secret agent, a tall, stern looking officer enters; but when a voice calls out "Heil Hitler!" a small hand flashes from the bottom of the screen in salute. A quick pan down reveals Otto Kriegling (Barty), another little person, sporting a monocle and his very own Hitler-style mustache. (All told, a miniature bald version of der Führer himself.)

Here, Kriegling is charged with a new and imperative top-secret mission. He is to go to America -- Los Angeles, to be precise, and meet up with Nakamuri, his Japanese counterpart, and turn over a map of the American coastal defenses for a possible two-pronged Axis invasion. When asked what his contact will look like, Hitler says to look for a Japanese man in a white suit with a camera, who will use a certain secret-code phrase to identify himself: "The pearl is in the river."

When Kriegling then asks how the Japanese agent will recognize him, Hitler laughs, saying he will obviously look for someone Kriegling's size. Oh, this is gonna end in high hilarity and hijinx, I can tell already. Maybe even needling into the red of sheer wackiness.

Then, as per idiom, Hitler starts ranting and raving about how Germany will soon conquer the world. Kriegling watches, enthralled, and when he answers the Nazi-in-chief's "Zieg heil" with his own, his short-in-stature salute nails the dictator right in the wiener-schnitzels (-- if you know what I mean, and as a wise man once said, I think you do.)

Next, our cast of players for this burgeoning farce expands as we meet American Secret Service Agent Bruce Thorpe (Chase), who is escorting the displaced Duke and Duchess of Luchow cross-country by rail to California.

Convinced that an assassin is after him, the Duke (Mahre) is a paranoid wreck and constantly wears ridiculous disguises to hide his identity. The dottering Duchess (Arden), meanwhile, refuses to wear her glasses and is therefore legally blind. She also dotes on Strudel, the family dog, who’s been with them for years. Well, sort of.

See, turns out there really is someone after them, and the Assassin (Donner) has already made three attempts on the Duke’s life since I started writing this paragraph -- only to wind up doing more damage to himself or to Strudel.

Yeah, seems the Luchows have gone through thirteen dogs already -- all lost under dubious circumstances; but the Duke has kept this mounting tragedy from the myopic Duchess, secretly replacing them and placing the original Strudel's collar and locket on each new canine to complete this deception. And sadly, it looks like it's time for yet another Strudel as this exposition ends with the Duke accidentally shooting number thirteen, resulting in a quick trip to the freight car.

Here, Thorpe bribes an attendant before absconding with Strudel the 14th -- size and breed doesn’t matter to the blind-as-a-bat Duchess. And as the speeding train picks up the latest mailbag off the yard-arm, it bangs into the car and starts moving! Thinking it's the Assassin, the Duke flees. However, it's just our boy Rollo, sneaking onto the train, trying to get to Hollywood. As to why? 

Well, turns out Louis B. Mayer and the rest of MGM are in the midst of two monumental productions: Gone With the Wind (1939), which is already filming, and The Wizard of Oz (1939), that has just finished casting and will start shooting in two short days.

Thus, with his hands full, Mayer (Kruschen) names one of his favorite assistants, Annie Lockhart (Fisher), as a special coordinator for that second film. But the girl is a little leery of this assignment, and rightfully so: for there's about 150 special extras due to arrive soon and, e'yup, you’ve guessed it, these “special extras” will be playing the part of the Munchkins, answering a nationwide cattle call for little people. Which means Annie will have to ride herd and keep track of them for 24 hours, and then get her charges to the studio, into wardrobe and make-up, and ready on set in Munchkinland when the cameras roll on Monday morning at 8am.

It's a big assignment, for sure, and on short notice; and even though he thinks Annie's more than up to the task, Mayer assigns his bungling nephew, Homer (Isacksen), to help her out. Then, before she's dismissed, Mayer asks Annie to do one more thing for the film: find him a cute little dog, too.

With that, Annie gets to work. First, they'll need to secure lodging to house those extras, and she chooses the Hotel Culver, which is conveniently located right across the street from the MGM lot. 

Now, inside of what appears to be a perpetually empty establishment, the ditzy operator of said hotel takes Homer's call and confirms 150 reservations just as the manager, Lester Hudson (Stahl), enters, complaining about how dead business has been; and it's been so dead, he's decided to attend the manager's convention and offers to take the ditz along with him, who quickly hides those reservation slips (-- or absentmindedly throws them away, who knows for sure).

Leaving his own bumbling nephew in charge while he's away, the first order of business after his uncle vacates is to unveil a new banner as Henry Hudson (Arkin) rechristens the Culver as The Hotel Rainbow -- just as a charter bus for The Japanese Photographic Society loses its front tire and crashes right in front of the lobby doors.

Shaken but unhurt, twenty Japanese photographers, all dressed in white suits, spill out and start snapping pictures of Tiny (McCormick), the boozing house detective, and Otis (King), the snoozing elevator operator. Stranded until their bus can be fixed on Monday, when a Mr. Aikido (Ohta) asks if they can accommodate them all, Henry replies, "There's always room under the Rainbow."

Meanwhile, over to the train station we go, where Annie tries to round up her charges and blunders right into Thorpe. Together, they watch as several stewards chase Rollo for stowing away on the train. 

Rounding a corner, Rollo runs right into a group of little people and, seeing he's in trouble, a woman tells him to drop his pack and kiss her. He complies until the stewards run past. A little dumbstruck over so many little people gathered in one place, Rollo is invited to stick with them because, well, they're all off to see the Wizard.

Then, back at the hotel, just as the mini-German spy arrives, our percolating comedy of errors really kicks into hyper-drive as a dumbfounded Kriegling pops his monocle after he enters the lobby and runs into all those Japanese photographers. 

Thorpe and the Luchows arrive next, with Homer right behind them with the first load of little people -- and Kriegling is caught up in the wave.

Meanwhile, outside, the Japanese spy, Nakamuri (Mako), arrives and asks a bellhop if a “midget” has recently checked in. 

Here, the bellhop smiles and answers by opening the lobby door, revealing a cacophony of chaos as the hotel has been completely inundated with unruly little people and Japanese tourists, and says, “Take your pick.”

Now, I warned all of you that this movie was gonna get wacky. And this tale of misadventure, mischief and mistaken identity is only gonna get worse -- sorry, I mean, it’s only gonna get even wackier from here…

Author and columnist Aljean Harmetz essentially grew up on the Metro-Goldwyn-Mayer lot in Culver City, California. Her mother had worked for the studio for nearly 20 years, and by the late 1930s had been promoted to Assistant Head of the Wardrobe Department. Then, as a teenager in the 1940s, Harmetz started working summers at MGM, too, in the mail room, dealing with fan letters. And everyday at lunchtime she claimed she would wander the studio’s fabled back lots and dream of becoming a movie star or earning an Academy Award for best screenplay.

“Everything was bigger than life at MGM and a little magical,” Harmetz told Gay Morris. (The Peninsula-Times Tribune, December 12, 1977). “It was the kind of place where you could order a race car, a kangaroo, or a herd of buffalo and they’d be there when you got to work the next day.”

The Palo Alto Times, December 10, 1977.

Alas, Harmetz’s Hollywood dreams didn’t quite pan out. “The camera didn’t like my chin,” she said. However, after graduating from Stanford, she stayed immersed in the business on the periphery, writing for fan magazines and eventually landed a post at the New York Times around 1967, where she wrote about films, filmmakers and actors for the Sunday edition for nearly a decade.

During this tenure, Harmetz had been approached several times about writing a book about Hollywood ephemera but she turned them all down flat, mostly due to time constraints and caring for her burgeoning family. But then in 1975, the publishers at Knopf approached her with an offer she couldn’t refuse: to write the definitive history on the making of one of MGM’s most storied productions, The Wizard of Oz (1939).

A daunting task to be sure, but Harmetz felt up to the task and quickly set up several ground rules on what she wanted the book to be and, perhaps more importantly, what it should not be.

“I really wanted the book to show how films were made under the studio system,” Harmetz told Morris. And to those ends, she would interview over 50 surviving cast and crew members, including actors Ray Bolger (the Scarecrow), Jack Haley (the Tin Woodsman), and Margaret Hamilton (the Wicked Witch), along with producer Mervyn LeRoy, screenwriter Noel Langley, and songwriter Yip Harburg, who co-penned the Academy Award winning ballad, “Over the Rainbow.”

According to Morris, Harmetz spent six months doing these interviews. But after she began writing, decided this wasn’t enough and started digging further -- nearly two years worth of digging further. And while this delay allowed Doug McClelland’s Down the Yellow Brick Road (1976) to be the first book out on the making of The Wizard of Oz, Harmetz felt her meticulous efforts were worth it because, above all else, she wanted her book, The Making of the Wizard of Oz (1977), to be as factually accurate as possible.

In a review when the book was first released (Newsday, December 4, 1977), critic Joseph Gelmis said, “It has taken nearly 40 years for a useful and readable source book about MGM’s perennially popular Technicolor musical fantasy to be written. Although it is not definitive, Harmetz’s book certainly has value. In a gossipy, newspaper-feature style, Harmetz juxtaposes interviews and studio inter-office memos and documents to tell the story of MGM’s production No. 1060.”

Said Harmetz, “I didn’t recount anything that wasn’t verified by at least two other people involved. I had a horror of it being a typical Hollywood book. One of those kinds where all the inaccuracies, all the myths are recorded.”

Now, the production of The Wizard of Oz is surrounded by many myths -- some based in fact, including how Buddy Ebsen, the original Tin Woodsman, had a severe reaction to the make-up and had to be replaced; and how Hamilton was nearly killed when a pyrotechnic stunt went awry. Other mythic tales, well, not so much; like the oft told tale that you can see a suicide victim hanging from a tree in the background of a certain shot as Dorothy and her posse plodded down the Yellow Brick Road. Also, I highly suggest trying it once synced up with Pink Floyd’s Dark Side of the Moon album -- it’s a fascinating head-trip.

But one of the biggest and most enduring myths about the allegedly cursed production were the myriad urban legends concerning the menagerie of little people, and what they got up to between takes or when production shut down for the day -- basically, think Munchkinland After Dark or The Ruby Slippers Diaries.

Originally, MGM had planned to use children as the Munchkins. But when the Jackie Coogan scandal hit, where the child actor’s earnings, estimated somewhere between three and four million dollars, were suddenly nowhere to be found, squandered away by his mother and step-father, the State of California stepped in and quickly enacted the California Child Actor's Bill -- known colloquially as The Coogan Law, which laid out a ton of new restrictions and provisions meant to protect juvenile actors from being exploited.

Detroit Free Press, March 27, 1978.

And so, MGM went with Plan B instead and sent out a general cattle call for little people. The majority of which were provided by Leo Singer, owner and operator of Singer’s Midgets, who recruited and trained them to be everything from singers, to dancers, to acrobats and wrestlers.

“Singer didn’t fool with American midgets,” said actor Billy Curtis. “They wanted too much money.” Curtis had played a Munchkin and was interviewed by Harmetz. “Singer had a reputation for cheating his midgets," he said. "Some of those little guys didn’t have the intelligence to know the value of money. And they were foreigners, too. Half of them couldn’t speak English.” Apparently, Singer did most of his recruiting in Germany and Austria.

The studio had asked for 200 extras, but Singer could barely round-up half that amount. According to the Harmetz book, “The midgets arrived at MGM in mid-November. There were 124 of them and their presence was felt immediately.” They were billeted in several hotels around Culver City, with the majority staying in the flat-iron shaped Hotel Culver, which was conveniently located right across the street from the MGM lot. As to what happened next? Well…

“They were drunks,” recalled Judy Garland in an earlier televised interview with Jack Paar (A Funny Thing Happened on the Way to Hollywood, May 7, 1967). “They got smashed every night and the police had to pick them up in butterfly nets.” Garland, who passed away in 1969, would also claim that they would hit on her constantly, and one of her ex-husbands, Sidney Luft, also claimed they were constantly trying to cop a feel on the actress (Judy and I: My Life with Judy Garland, 2017), who was only 17 at the time, saying, "They thought they could get away with anything because they were so small."  Also, according to associate producer Arthur Freed (MGM’s Greatest Musicals: The Arthur Freed Unit, 1996), “[They were] the most deformed, unpleasant bunch of adults imaginable. This unholy assemblage of pimps, hookers and gamblers infested the Metro lot and all of the community.”

“We had a hell of a time with those little guys,” said producer Leroy. “They got into sex orgies at the hotel. We had to have police on every floor.” This was corroborated by screenwriter Langley, who called them, “Very raunchy people. They raided the lot. The showgirls had to be escorted in bunches by armed guards.” And according to co-screenwriter John Lee Mahin, “They had terrible fights over women. I heard that knives were pulled. Midgets are evidently highly sexed or something.”

Over the decades since filming on The Wizard of Oz had wrapped after going through 12 screenwriters, four directors, and several accidents and production delays, these ribald tales of the drunken midget orgies that nearly wrecked the Hotel Culver during their 9-weeks of shooting had gained a life of their own and became the stuff of Hollywood legend and scandal. A legend and scandal that Harmetz was determined to debunk, or at least bring it into a more grounded, less lascivious or debauched perspective.

Said Harmetz, “There was, in actuality, very little trouble. The Munchkins were timid more often than aggressive, shy more often than bold … Nearly all of the midgets were hypopituitary dwarfs -- men and women whose pituitary glands did not function properly. Deficient in growth hormone, they were in no way deformed. They were only miniature. They were neither pimps nor whores, although there were among them a few promiscuous women, a few sexually aggressive men.”

However, “Most of the men and a number of women got drunk several times during their time in Culver City. It was hard not to get drunk. Culver City was full of bars and the bars were full of big people, who bought the little people drinks with much the same spirit of adventure they might have felt in buying liquor for a pet chimpanzee. The ability to hold one’s liquor depends to some extent on body weight. At 56 pounds, the average Munchkin was unequal to the five or six drinks pressed into his hands by the big people on adjoining bar stools. It was a rare night when the studio police did not have at least one midget to carry home.”

But through all of her research, the only verifiable incident involving the Munchkins that proved 100% true was how a cast-member fell into a toilet while in a cumbersome costume, who was then stuck for over 45-minutes until someone discovered and rescued him. From then on, attendants were posted to assist all who used the restrooms -- one of the many ignominies the extras would have to face.

Thus, “Why their employers misjudged their noise and quarrels and childish tantrums as depravity can only be guessed at,” Harmetz concluded. “Memories are distorted because the activities of a few -- biting policemen, carrying knives, soliciting business from women they faced at crotch level -- were applied to all the Munchkins.” Said actor Jerry Maren, who played a member of The Lollipop Guild, “We were too tired to cause as much trouble as we took credit for.”

“A small person is looking at your belly button,” said Bolger, who took a more philosophical approach over how his co-stars were treated. “In order to look at your face, he has to look up. He’s like a small child looking up at a great big world. The little people were not accepted. They were segregated because of their size. They couldn’t run as fast; they couldn’t dance the same way you did. They were considered not to be as bright as other people, even though some of them were terribly bright. So they figured that they were underdeveloped, that they were freaks. That made a kind of sad world for them to live in, and yet they were brave people.”

Yet despite the best efforts of Harmetz, Maren and Bolger, those rumors and myths about what happened at the Hotel Culver back in 1938 refused to die. And then in 1979, while driving by the same but now old and dilapidated hotel in Culver City, these oft-told tales were once again stirred-up and would ultimately inspire producer Fred Bauer to turn these obstreperous legends and apocrypha into a movie.

Said Bauer in an interview with Patricia Goldstone (The Los Angeles Times, January 31, 1981), “It was the first time in history that so many midgets had been gathered in one place, and they went berserk -- like sailors on leave or Shriners at a convention.” 

Bauer, along with co-producer Edward Cohen and director Steve Rash were coming off the surprise sleeper biopic, The Buddy Holly Story (1978), for Columbia. They had since signed on with the newly minted Orion Pictures to develop this notion into a vehicle for Chevy Chase, which, according to Bauer, would be “a perverse comedy in contrast with the sentimental, romantic fantasy that the little people were filming nearby at Metro-Goldwyn-Mayer.”

“What we are doing, above all, is fracturing history,” said Cohen in the same Gladstone interview. “We’ve taken something that really happened and made it into entertainment.”

Bauer co-wrote the initial treatment for Under the Rainbow (1981) with Pat Bradley, which was then expanded upon later by Harry Hurwitz and Martin Smith, and then punched-up by Pat McCormick. These days, McCormick is probably best known for playing Big Enos to Paul Williams’ Little Enos in Hal Needham’s Smokey and the Bandit (1977) franchise, but McCormick had also been a gag writer for Johnny Carson on The Tonight Show -- and famously streaked the show during one of Carson’s opening monologues. He’d also worked for Jack Paar, Danny Kaye, Don Rickles, Red Skelton, and Mel Brooks on Get Smart (1965-1970). And what they concocted was something a little raunchy, a little tawdry -- and some would argue kinda tasteless, inflammatory, and tone-deaf.

“The problem with most of those stories is that they’re obscene,” said Bauer. And so, the decision was made to tone things down considerably, relying mostly on suggestion, innuendo, and sight gags based on height differential. I’ll assume they also had to skirt around a few legal issues. Obviously, the little people were there to make The Wizard of Oz at MGM but neither the film nor the studio is ever mentioned by name in the film. Here, they were under the rainbow instead of over it.

But as things progressed, both Bauer and Rash had some lingering doubts on whether people would come to see a movie about a bunch of little people. And so, the decision was made to make the Munchkins the B-plot; a slapstick framing device and background noise for the A-plot to play off of, which would also take a bite out of history as the world teetered on the brink of World War II in 1938, resulting in a throwback farcical comedy of errors chock full of intrigue, espionage, mistaken identities, macguffins, and a damsel in distress, wrapped around a metric ton of calamitous circumstances and happenstance to make it all work.

Thus and so, this contrived set-up in search of a punchline is officially set into motion when Annie arrives at the hotel with the last of her extras, where she’s confronted with a massive problem. 

Seems Henry can find no evidence of those discarded reservation slips; but he promises to help all he can, starting with pointing out that Thorpe and his small party of three have reserved the entire top floor. Perhaps he could spare some rooms?

But when Annie catches Thorpe at the elevator, he refuses to help and can’t say why due to security issues. Overhearing all of this, Mr. Aikido is kind enough to offer Annie half of his group's rooms, saying his party can double-up. 

A grateful Annie then explains to a curious Aikido that all these little people are there to make a movie, and then offers to let the kind stranger read the script as a sign of thanks. And with a promise to return it quickly, Aikido invites Annie to dine with him later that evening and will return it then.

And so, later, our entire cast gathers in the hotel's dining area, where the little people are really whooping it up. At the Luchow's table, the Duchess realizes she's lost her prized pearl and frets very loudly. Sitting nearby, Aikido sees that it has fallen into her pâté, saying, "The pearl is in the liver."

Of course, Kriegling mishears this, due to Aikido's accent, as the needed identification code. But when he approaches, Aikido thinks he's just one of the actors and mistakes his propaganda-fueled innuendo as being from the script. At another table, Nakamuri watches this unfold as Kriegling slips the secret plans into the script, salutes, then moves on. Mission accomplished, in a Bush the W. sense.

Later, when Nakamuri catches up with his German counterpart, and as he repeats the code, Kriegling realizes he screwed up and gave the plans to the wrong man. Both men then watch as Aikido returns the script, and the map secreted inside, back to Annie, who is too busy to dine with him. And then, after a quick toast to the film's success, she moves on to put out yet another little people-induced fire somewhere in the besieged hotel -- not realizing that Mr. Aikido has suddenly keeled over just after she left, and is dead before his face lands in his food.

Taking all this in, both Kriegling and Nakamuri now believe that Annie must be another spy, who killed Aikido for the map. Actually, it was the Duke's bumbling Assassin, who accidentally poisoned the wrong glass of wine. Thus, as the Axis agents plot to eliminate her and get the map back, Annie herds her extras out of the restaurant; it's time to get over to the studio to get into make-up and costumes for the morning shoot. Mistaken for one of the actors by Homer, a protesting Kriegling is picked up and carried away, much to Nakamuri's amusement.

Meanwhile, as the dining room empties out except for Thorpe, the Luchows, and the now deceased Aikido, the Duke thinks the other man is acting suspiciously. When Thorpe investigates, he determines the man is dead and calls for Henry, who panics. But Thorpe assures the hotel manager pro tem that it looks like the man suffered a heart attack.

With that, Henry rounds up Tiny the House Dick and charges him to remove the body. And since he won't be drinking it, Tiny also tries to finish Aikido's wine until Henry slaps it away. Alas, poor Strudel starts to lap-up the remaining poison as Thorpe escorts the Luchows back to their room before finding the nearest pet shop, where he starts a running tab.

Meantime, unsure of what to do, a frazzled Henry decides to just wait-it-out until his uncle returns before calling the authorities; so for now, he has Tiny put the body in the kitchen freezer for safekeeping, hoping this will be the last incident of the evening.

But as the night wears on, the Luchow's lose yet another Strudel (-- I think we're up to Strudel the 19th by now.); the bungling Assassin misses yet again, shooting another Japanese tourist, who falls right into Tiny's arms, who then hides this new corpse inside the freezer, too; and when Kriegling returns, Nakamuri makes fun of his ridiculous costume -- but the diminutive German says it's the perfect disguise to get the script back from that woman.

Luckily, Rollo overheard all of this and tries to find Annie to warn her; but, by now, the hotel has devolved into pure bedlam as the little people's drunken orgy has officially spiraled out of control (-- the prostitutes, booze, and toilet paper are freely flowing by now). And in Annie's room, the spies make such a ruckus ransacking for the script that the Duke, one floor up, thinks it's the Assassin closing in.

Promising to get to the bottom of it, Thorpe is soon knocking on Annie's door. He gets no answer and breaks in -- too late, as the spies have snuck out a window. When Annie arrives next, she mistakes him for a burglar and attacks. But Thorpe quickly subdues her, winding up on top of the girl on the bed.

Here, he produces his badge, hoping this will calm her down, while she asks if that's a gun in his pocket (-- but wasn't he wearing a shoulder holster? …Oh, wait, I get it). Asked if she knows what the burglars might have been after, or if anything strange had happened during the day, considering she's been riding shotgun on 150-drunken and rowdy little extras for the past twelve hours, the only possible answer Annie can come up with is something Rollo had said; something about a German film company trying to get their hands on her script.

Sounding fishy, Thorpe asks to see this script, which was still in her possession, and Annie hands it over. Then, Henry enters, begging for help to rein in "the 150 little headaches" that have invaded his hotel, who are now on the verge of destroying it. On the ledge outside the window, Kriegling and Nakamuri overheard all of this and determine Thorpe and the Luchows must be spies as well. And, here, we realize that if these two clowns were the Axis' best, is it any wonder why they lost the war?

Elsewhere, while looking for the roving party, Rollo and his new girlfriend, Lana (Vance), follow the noise into the kitchen that has been overrun by drunken Munchkins. Here, they sneak into the dumbwaiter for some privacy just before Annie and Henry arrive and take in the devastation. After promising Henry the studio will reimburse the hotel for all the damages, Annie then warns all of her actors that if they don't settle down and get to their rooms they'll all be fired.

With that, the kitchen quickly empties, leaving Annie alone, who spots someone lingering outside the window and mistakes Kriegling for Rollo -- since in this train-wreck of coincidences they're wearing the same Lollipop Guild costume, and lets him inside. Lucking into his prey, the German spy pulls a sword from his cane and demands that Annie turn over the map.

Assuming he's ham and just auditioning, the girl says to cool it because he's already got a part -- but then, with three quick cuts, things turn sinister as her dress falls away, leaving only her underwear, and Annie quickly realizes she's in real danger. Luckily for her, Rollo was still in the dumbwaiter; and after sending Lana to alert Thorpe, he comes to Annie's defense. And as the two men fight, the younger Rollo manages to get the upper hand -- until Nakamuri arrives and saves Kriegling by knocking his adversary out by beaning him with a frying pan.

During the confusion, Annie tries to get away, throwing what’s left of her dress on the steps as a decoy and ducks into the freezer. This works as the spies follow her false breadcrumbs. She's safe for now, but in the process Annie has locked herself inside the freezer, in her underwear, with several dead bodies, and can't get out.

On the top floor, when Thorpe returns with yet another replacement Strudel -- who bears an uncanny resemblance to Terry, the Cairn Terrier who played Toto -- hiding nearby, the Assassin hears the secret knock to gain entry and plots from the shadows as Lana flies by, screaming for help.

Down in the kitchen, thinking it's the spies circling back, Annie screams as someone opens the freezer door. But it's only Thorpe, who rushes in to comfort her -- not realizing she’s trying to get past him to prevent the door from closing before it slams shut again. Now they’re both trapped. 

And as they snuggle together under Thorpe’s coat to stay warm, Annie recounts her encounter with the little German in the kitchen. Turns out Thorpe has an explanation for that and produces the map found in her script, saying this was what they were really after. Annie can hardly believe this is really happening, and as they huddle-up closer, the freezing cold finally breaks the ice between these two and they kiss.

Meanwhile, the Assassin makes his play, gaining entrance to the royal suite with the secret knock, who gets to monologuing before finally doing the deed. Seems his father had failed to kill the Duke’s father; and so, to redeem the family honor, he must now kill the last of the Luchows. Fortuitously, the Duchess enters, temporarily saving the Duke by distracting the killer with some proper introductions, allowing her husband to flee.

In the hall, the Duke calls for Tiny to hold the elevator. Several steps behind him, the Assassin produces a Tommy-gun from his black valise (-- all of his weapons thus far were culled from this bottomless case). 

Meanwhile, since the elevator was full of Japanese tourists, the Duke takes the stairs. Thus, the elevator door is closed before the Assassin opens fire, spraying it with bullets; and when the door opens back up, all the tourists are dead, and Tiny sticks his head out and asserts he would’ve gladly held the elevator if he’d just asked. (Ba-dump-bump-general farting noises.)

Elsewhere, the general debauchery has gotten completely out of control as the extras destroy the hotel and harass the help; Otis loses his elevator's cable and is compressed in the resulting crash; Henry gets stuck up in a chandelier trying to get a few flying monkeys down; and Tiny is overrun, tied down, and staked out by several little females, who promised him a good time (-- more on this scene later). 

Amidst all of this, the Duke tries to hide in the hotel barbershop until the Assassin finds him. But before he can deliver the coup de gras, Nakamuri knocks the killer out with a deft judo chop. Kriegling then corners the Duke; and when he assures the others will trade the map for this buffoon's life, the Duke, obviously, has no idea what he’s talking about.

Back in the kitchen, just as things were really starting to *ahem* heat up, Rollo lets Thorpe and Annie out of the deep-freeze. Here, Thorpe officially deputizes Rollo and tells him to round up some help to root-out the spies. After Annie gets dressed, they hear the Duchess calling for the Duke and corral her; seems there really was an Assassin all along, she says. Told to wait in the suite with Annie, the Duchess refuses to sit idly by and leaves to look for her husband, too.

Annie goes with her and the women spy Strudel the 20th pawing at the barbershop door, assume the Duke is hiding inside, enter, and are captured, too. With three down and one to go, Kriegling sets the bait again by letting the dog back out. Soon enough, Thorpe hears the dog barking; and once captured, the Axis spies demand the map under penalty of death.

Here, Thorpe refuses -- even though the German thrusts a revolver into his beans and franks and threatens to "Blow his brains out!" But the federal agent still refuses to cooperate until Kriegling threatens to skewer Annie instead.

Told he hid the map in Strudel's locket, whom the bumbling Kriegling just let go, Nakamuri rages at the little Nazi's latest blundering and charges him to find the dog or he'll die, too, along with everyone else.

With that, Kriegling chases the uncooperative dog through the lobby, where Rollo is trying to rally the unbelieving extras into a posse. When Lana spies Kriegling and raises the alarm, this triggers a stampede that chases the German spy, who's chasing Strudel, across the street and onto the movie lot.

Meanwhile, back in the barbershop, the Assassin recovers and aims his gun at the Duke. Nakamuri sees this and aims his camera at the Assassin, who assumes he's getting his picture taken and strikes a pose -- but the camera is really a tricked-out spy-gun. As both men fire, Thorpe knocks the Duke out of the way, and the killers manage to shoot each other dead.

And as the Duke and Duchess embrace, in total shock that the Assassin saved their lives, one of the little people reports to Thorpe that they've chased the Nazi spy over to the movie lot. With that, Thorpe and Annie leave the hotel just as Henry's uncle returns (-- who also fell victim to that stampede), and finds his hotel in ruins.

Across the street, Thorpe and Annie follow the swath of destruction their posse left in its wake as it plowed through one movie set after another. Somewhere ahead of them, the chase spills onto the Gone With the Wind set, where Kriegling is currently searching for Strudel underneath Anne Rutherford's bustle. 

From the side, an amused Clark Gable watches the chaos and suggests they keep this scene in the picture. Chasing the dog in circles around the crinoline, Kriegling finally emerges triumphant, holding the prized locket.

Commandeering a truck, the Nazi tries to escape; but Rollo steals a buckboard, whips the horses to a gallop, and tries to keep up. Behind them, as Annie spies Strudel running around the Emerald City set and chases after him, Thorpe says not to worry. Seems he tricked the spies and still had the map all along. 

He pulls it out to show her but it's artificially windblown out of his hand. And as he goes to retrieve it, Kriegling realizes the locket is empty, spies Thorpe, and tries to run him down. True to form, he misses.

Meanwhile, still in hot-pursuit, Rollo has basically become irrelevant for the rest of the chase scene because he's lost the reins. The wagon is a total runaway; and then the team breaks loose, leaving Rollo on a four-wheeled rocket-ride right toward Emerald City. And as Annie screams for him to turn to save the set, Thorpe tackles her out of the way just as the wagon crashes and it all collapses in a heap on top of Rollo.

Okay ... Whoever didn't see this next scene coming needs to turn in their movie stubs and reevaluate their lives. Yeah, as a surprise to hopefully no one, when the smoke clears Rollo wakes up back in Kansas. Turns out this was all a dream while he was unconscious after the fall from the roof. And you were there, and you were there and, apparently, I was, too. Sort of.

Of course all of his friends were in the dream; Tiny and the Assassin, who's really the town doctor, complete with a black medical bag; the Duke and Duchess are really the store's humble owners; Henry's there, too, but is a minister, who plans to open the Rainbow Mission; Annie's there, as well, and engaged to Thorpe, who asks if Rollo's ready to travel.

They then head outside, where Homer is waiting for him. Seems he's in charge of a busload of little people heading for Hollywood to shoot The Wizard of Oz. Inside, Rollo finds Kriegling, who's an agent -- a theatrical agent, who promises him fame and fortune. Even Nakamuri's there and takes a snapshot of everyone before Rollo leaves. 

And as our hero boards the bus, Rollo promises to return for Bruce and Annie's wedding. Then they all wave goodbye as the bus crawls onto the highway and heads west toward the sunset.

The late, great Billy Barty had been working as an actor since he was three years old. Due to his cartilage–hair hypoplasia dwarfism, Barty topped out at three feet and nine inches, which relegated him to roles as children in his early career, and later, mostly bit parts in films and television -- but every one of them memorable.

“I was always a ham,” said Barty in an interview with Bernard Drew (The Californian, August 8, 1981). “There are some old film clips the family took of me before I turned three, while we were still in Pennsylvania, and I was dancing and prancing around even then.”

His family moved from Pennsylvania to California in 1928, where his father was able to immediately get his son into motion pictures, co-starring with Mickey Rooney in the Mickey McGuire shorts, starting with Mickey’s Pals (1928) and ending with Mickey’s Medicine Man (1934). He also appeared with the Marx Bros. in Monkey Business (1931) and Zazu Pitts in Out All Night (1933). Also in 1933, a nine year old Barty played a child who escapes from his stroller and starts looking up ladies’ skirts in Gold Diggers of 1933 (1933), and would pull the same gag in Footlight Parade (1933). “I was seven or eight,” said Barty, “And they billed me as being three or four.”

Thus, Barty was too young to star in The Wizard of Oz in 1938, but he did corroborate some of the wild tales from its production. “It’s true the little people tore up the Culver City Hotel when they were working as Munchkins. They had a lot of parties and wild times. But you must remember, in those days there were no little people conventions. They had never been around a bunch of little people before. They were so happy at being in the majority for a change a lot of them went bananas.”

His career took a bit of a hiatus in the 1940s when his father insisted he go to college. But he got back into show business not long after graduating, working in vaudeville and touring with bandleader Spike Jones for nearly a decade. “I’ve never let my size get me down, nor have I ever felt bitter about it,” said Barty. And in 1957, he founded the Little People of America Association; and later, in the 1970s, he created the Billy Barty Foundation, which helped supplement other organizations that dealt with social, medical, and vocational needs of little people.

Barty also kept acting, appearing as the Imp in Roger Corman’s The Undead (1957), co-starred with Elvis Presley in Roustabout (1964) and Harum Scarum (1965), and his most memorable role on the big screen was probably in The Day of the Locust (1975). I know I’ll always remember him as the owner and operator of the roller disco in Skatetown U.S.A. (1979). 

But he was probably most familiar for his work in episodic TV, especially with his roles for Sid and Marty Kroft -- though one hardly ever saw him as he was constantly ensconced in some outlandish costume in things like The Bugaloos (1970-1971) and Sigmund and the Sea Monsters (1973-1974) -- but not always, as was the case with Dr. Shrinker (1976).

Thus, Under the Rainbow would be a rare headlining vehicle for Barty, and he’s pretty hysterical in it. He also had a hand in the production long before the cameras even rolled.

At some point Barty was brought in as a script consultant and would later assist with the casting. “I was hired to cast the little people before I got my own role in the picture,” Barty told Vernon Scott (San Pedro News-Pilot, July 17, 1981). “As head of the Billy Barty Foundation, I knew most of the dwarfs and midgets personally. So it was no problem finding enough little people. What we had to look for were little people who could act convincingly.” 

And in the early stages, Barty was very excited about the film. “It’s a great opportunity for us,” he said. “It’s giving us a chance to work on a scale unheard of since The Wizard of Oz itself. And it’s treating us like real people -- a mix of good and bad -- just like everyone else.” 

 The Los Angeles Times, January 31, 1981.

The majority of the film was actually shot in the old Culver Hotel, which the production returned to its 1938 opulence and splendor. And all the little extras were lodged at the nearby Hotel Pacifica, where, as the legend goes, history kinda repeated itself.

The production also faced numerous delays as shooting dragged on for nearly four months, which was attributed to the inexperience of the extras and Chase going on hiatus with a bout of depression after the death of his friend, Doug Kenney, co-founder of the National Lampoon, who also wrote Animal House (1978) and Caddyshack (1980). Something Chase vehemently denied, saying in that Gladstone piece, “That’s all garbage. It’s an ambitious film. But this is 1938, not 1941 (-- a slight dig on Steven Spielberg's 1979 runaway comedy nut-buster and notorious box-office flop). Although it may be 1984 by the time it gets done.”

Chase had successfully transitioned from one year on Saturday Night Live (1975-) to the big screen, scoring a couple of early hits co-starring with Goldie Hawn in Foul Play (1978) and Seems Like Old Times (1980) -- before trading Hawn in for Benji the pooch in Oh Heavenly Dog (1980). A tactical blunder. And he had just signed a three picture deal with Orion, the first of which was Under the Rainbow. “Why wouldn’t I love working with little people?” said Chase. “I hate anyone who’s taller than me.”

As for his co-star, Carrie Fisher squeezed this one in between shooting The Empire Strikes Back (1980) and Return of the Jedi (1983). I remember forcing my mom to take me to see Under the Rainbow two towns over back in the day because Fisher was in it; and I was rewarded with a lengthy scene of Princess Leia in her underwear, which, not gonna lie, and make no excuses for, left quite the formative impression. 

Beyond that, Fisher brought her usual spark and spunk to the role of Annie Clark but, to the film’s detriment, nothing really sparked between her and Chase’s character as their romantic subplot kinda fizzled.

Rounding out the big people cast we have the always welcomed Eve Arden, who’s been around since the 1930s -- Stage Door (1937), and ‘40s -- The Doughgirls (1944), Mildred Pierce (1945), and who was experiencing a bit of a mini-renaissance after playing the principal in Grease (1978).

Joseph Maher played her husband, and Robert Donner was the assassin, a familiar face -- one of those guys who seemed to appear in everything from 1972 to about 1986. Mako turned in a solid performance, as always, and played well off of Barty. And strangely, Bennett Ohta had better chemistry with Fisher than Chase did. 

Adam Arkin is also pretty funny in a rather thankless role as the besieged hotel manager, and his staff was rounded out by Freeman King -- the butt of the worst joke in the film, and McCormick as the lush. 

The San Francisco Examiner, July 31, 1981.

And I’m still unconvinced that this entire film was just an excuse for McCormick to get tied down by a bunch of little ladies, which would explain the strategic bowler hat on his crotch to hide a possible erection. *shudder*

There were plenty of familiar faces amongst the little people, too. Zelda Rubenstein made her debut in Under the Rainbow, who would later go on to cleanse the Freeling home in Poltergeist (1982). It was also the first appearance of the Fondacaro brothers, Sal and Phil. Cork Hubbert would debut in two films in 1981, this and Caveman (1981). Also lurking about were Patty Maloney and Jerry Maren, who, you will remember, was also in The Wizard of Oz.

“A lot of those guys were in pain every day of their lives,” observed director Steve Rash. “They worked so hard and showed such commitment that we didn't even use the stunt doubles we had trained.”

When the film was finally finished and set to release through Warner Bros., Orion had hoped they would have another smash hit like Arthur (1981), another throwback screwball comedy, but Under the Rainbow failed to find a pot of gold and crashed and burned at the box-office. 

The Sacramento Bee, August 1, 1981.

Both Chase and Fisher would quickly go on to disavow the film, declaring it the worst movie either had ever made. Audiences agreed. Not because it was necessarily unfunny -- it’s not great, but it has its moments, but because people felt it was rather crude and tasteless in its treatment of the little people and the overt racism against the minorities in the cast -- not to mention frivolously killing off one dog after another for a few cheap laughs.

In his review for The San Francisco Examiner (July 31, 1981), critic John Stark was rather brutal, saying, “Were Under the Rainbow partly funny, you might be able to forgive some of its vulgarity ... It’s hard to believe that in 1981 a film so racist, so patronizing and mean-spirited could get written, produced, and released. Worse is the treatment the little people get. They are portrayed as a bunch of genital grabbing, chandelier swinging boozers and perverts. There’s something sick about a movie that asks us to laugh at people with glandular disorders doing pratfalls or feeling up people twice their size.”

Personally, I’m more in line with Janet Maslin’s take in The New York Times (July 31, 1981), where she felt “the movie wasn’t out to exploit [the little people], but it wasn’t out to understand them either.” And how the filmmakers perhaps took the material too seriously, so they wound up pursuing all the loose ends of the plot instead of “succumbing happily to the patented silliness of it all.” 

Thus, the cast was at the mercy of the material, which, despite an inspired premise, was the weakest part of the film. And Bauer and Rash then almost make it worse when they tried to hamfistedly cram in a moral of the story to excuse all the debauchery. Said Bauer, “The heart of the film is that no person’s dream is too big or too small. This is America, where you can do anything you want.” This is echoed somewhat in the film by Rollo, whose personal credo was, “There’s no dream too big, or dreamer too small.”

Initially, the film seemed as if it was going to be about Rollo -- or at least focus on him, and his quest, but he’s quickly pushed aside and essentially disappears for most of the movie before they try to squeeze him back into the A-plot for the climax and denouement. And so, he’s relegated to the background. A prop, like all the others, really. Nothing more. Nothing less.

And that’s probably Under the Rainbow’s greatest sin and what made it a doomed production from the very beginning, when its creators decided to not make a film about the Munchkins and made a film about Munchkins instead. Barty showed that a little person could carry a film long before Peter Dinklage showed up, but they just wouldn't let him. 

Look, when I was 11, I thought the film was pretty funny. Now that I am older and, hopefully, a little wiser, I still found it amusing, and a little cringey, but overall a pretty frivolous and harmless affair that, honestly, just isn’t worth raising that much of a stink over. 

Originally posted on July 30, 2003, at 3B Theater. 

Under the Rainbow (1981) Innovisions:: ECA :: Orion Pictures :: Warner Bros. / EP: Edward H. Cohen / P: Fred Bauer / AP: Frances Avrut-Bauer / D: Steve Rash / W: Fred Bauer, Pat Bradley, Pat McCormick, Harry Hurwitz, Martin Smith / C: Frank Stanley / E: David E. Blewitt / M: Joe Renzetti / S: Chevy Chase, Carrie Fisher, Billy Barty, Cork Hubbert, Eve Arden, Joseph Maher, Robert Donner, Mako, Adam Arkin, Peter Isacksen, Bennett Ohta, Pam Vance, Pat McCormick