My Little Chickadee (1940)

“My Little Chickadee” is a light, unpretentious send-up of the American Western filled with one-liners and innuendo galore. Starring Mae West and W.C. Fields, would one expect anything else?

The film opens with Flower Belle in a stagecoach heading to her Aunt Lou’s house in the Midwestern town of Little Bend. The wagon is held up by the Latino “Masked Bandit”, who makes off with both the gold and Flower Belle. One of the other wagon passengers, Mrs. Gideon (Margaret Hamilton) tells the sheriff what has happened and a posse is sent to rescue Flower Belle. That evening Flower Belle returns to her Aunt Lou’s house on her own, quipping that she “wriggled out” of trouble and escaped… with some of the gold, which she says the Bandit gave her for her trouble. Oh sure.

She sashays upstairs to her room and her Aunt Lou follows. For some reason Aunt Lou, who had been walking and talking like a typical Midwesterner up until now, follows West while mimicking her exaggerated hip swaying. She does this again in the courthouse, where she’s also dressed like her niece. There is no explanation why. Aunt Lou helps Flower Belle get settled in to her room, and moments after she leaves, the Masked Bandit returns for more of Flower Belle’s, er, hospitality.

Mrs. Gideon happens to be walking by the house and sees the Bandit through Flower Belle’s window. Flower Belle is taken to court the next day to explain herself and to reveal who the Masked Bandit is, but she doesn’t know, as he never takes off his mask. Heh. She leaves in the middle of being questioned, and is asked if she’s showing contempt of court; “No, I’m doing my best to hide it.”

Flower Belle is sent off to Greasewood (presumably the town next to Slickrod, just down the road from Slideshaft) as punishment, and is not allowed to return to Little Bend until she repairs her reputation by getting married. On the trip to Greasewood City, Mrs. Gideon inexplicably rides the same train with her. Mrs. Gideon stays in Greasewood for the duration of the film, although I never quite understood why. She’s not Flower Belle’s chaperon or relative, to my knowledge, and I thought she lived in Little Bend. I suppose I’m not watching “My Little Chickadee” because it makes sense, though.

Another passenger on the train, Amos Budge (Donald Meek), a mild-mannered gambler provides some much-needed comic relief during this scene. The one-liners and innuendo are funny, but one needs some straight humor to break it up. Meek, as always, is a treat in this film.

Flower Belle’s train stops to pick up Cuthbert J. Twillie (W.C. Fields). Immediately Twillie notices the lovely Flower Belle and starts to charm her. Flower Belle isn’t impressed until she sees his suitcase full of money, and then starts to respond to him.

“My heart is a bargain today,” he tells her. “Will you take me?”

“I’ll take you — and how!” she replies.

When the train is attacked by rogue Indians, Flower Belle coolly grabs a six-shooter in each hand — they belong to Amos Budge, but he’s no good with them — and proves herself an excellent shot. Meanwhile Twillie goes to another car and encourages the young boys of about 7 or 8 years old to shoot at the Indians with their slingshots; this scene is funnier to watch than it is to read about, I promise you.

Attack thwarted, Mrs. Gideon wastes no time in telling Twillie that Flower Belle has a bad reputation and has been run out of Little Bend. He offers his hand to Flower Belle to preserve her reputation, and she takes him up on it, but only because of the sack full of money. When other passengers mistakenly think Amos Budge is a minister, he officiates a fake ceremony between Twillie and Flower Belle. They check into the Greasewood City hotel and take two rooms; Flower Belle immediately locks Twillie out of her room.

West is beautiful but quite subdued in this film. In “She Done Him Wrong” and “I’m No Angel”, she plays her character broadly and with plenty of vigor. Her body sways in time to her dialogue, emphasizing her playful confidence. It’s a style that clearly works, that allows West to both revel in and parody her sexuality. In “Chickadee”, however, her mannerisms are downplayed and even her voice is soft. The swagger that accompany her double entendres are clumsy and unconvincing; in an early scene where she returns to Aunt Lou’s house, she says her lines while stiffly dipping her right knee twice as though she was someone else pretending — poorly — to be Mae West. When she does show her trademark exaggerated emotion, it’s often quite negative, as when she scowls after reading, “I am a good girl” on a classroom chalkboard. Several close-ups of West are edited to cut away just as her facial expression begins to turn into outright hostility, most notably during the opening scene when the Masked Bandit robs her stagecoach, and in a following scene on the train.

“Chickadee” was quite obviously a parody of the Western genre, as well as of Fields and West themselves. It seems as though West wasn’t comfortable with the idea of her persona being parodied, despite her persona relying heavily on parody in the first place. In hindsight this flaw in her characterization is obvious — “Sextette” and “Myra Breckinridge” prove the point best — but in 1940 I’m sure that her performance came across as angry boredom. Author James Curtis notes that she once stated after filming ended that she “stepped off her pedestal” to make “My Little Chickadee”.

Fields appears to have no problem parodying himself in “Chickadee”. He repeats many of his trademark lines from previous shorts and films, my favorite of which is the brief anecdote of traveling through Afghanistan: “We lost our corkscrew, and had to live on food and water for several days.” Originally from the 1935 film “Mississippi”, it is used to good effect during a crooked poker game in the Greasewood Saloon.

I’ve never known what to feel about W.C. Fields. As a kid, I first encountered him on the 1980s PBS show “Matinee At the Bijou”, a Saturday afternoon ritual in my home. As I was rather young, I didn’t understand much of what Fields said, both because of the thick accent and the lofty language. I confess, somewhat shamefully, that I still have trouble understanding Fields. We turned on the subtitles during “Chickadee” to decipher Fields’ colorful language, only to find that those who provided the subtitles couldn’t always understand him, either. While on the train, Fields tells West that he’ll be all she needs: a father, a husband, “counselor, jackanapes, bartender…” However, the subtitles informed us the last two words were “Japanese bartender.” I don’t know which is funnier.

As an adult I started watching more Fields films on the recommendation of many on the film group rec.arts.movies.past-films. After angering a few fellow cinephiles on ramp-f because I didn’t much enjoy “The Bank Dick”, I was convinced that I just didn’t like Fields at all. But then someone recommended “The Fatal Glass of Beer” and it changed my mind about Fields. In it, Fields was everything fans love about him: funny, occasionally subtle, occasionally ridiculous, and thoroughly enjoyable. Because of that, I went into “My Little Chickadee” with high hopes for Fields’ performance, and I am happy to say he did not disappoint.

As an actor, Fields is keenly aware of his persona and how it fits into this film. As Cuthbert Twillie, he never questions why — or how — the beautiful Flower Belle agrees to marry him so quickly; it simply never occurs to Twillie that he wasn’t her type. When she keeps him from her bedroom, he again never supposes it’s for any reason other than modesty. This innocence, coupled with his penchant for scamming strangers out of money in crooked card games, makes him entirely endearing.

Fields first approached Universal with a story about the laying of the railroad in the American West. While the story was nothing special, his idea of teaming up with Mae West — who was no longer under contract with Paramount, as she had been fired over a year earlier — was music to Universal’s ears. Both Universal and Fields were very excited about the project. Fields worked hard for months and even sobered up for the role, surprising everyone, especially the notorious teetotaller West.

The story went through several versions. Fields’ initial version was replaced by Grover Jones’ sprawling Missouri-Kansas border wars plot called “The Jayhawkers.” When Fields objected to the story, another story involving Fields and West as traveling performers was written, and when it was rejected, a third outline was produced. Fields vehemently hated every version and so decided to write his own outline, one where he and West were circus performers, but the studio flatly turned it down. Tensions between the studio, producer Lester Cowan, director Eddie Cline, writer Grover Jones, and Fields were so great that, when Universal threatened to take Fields to court if he didn’t appear in the film, Fields shot back, “Come up and sue me sometime.”

Meanwhile West liked the concept of a masked bandit, an idea from Jones’ original “The Jayhawkers” script, and began to write her own story. The studio kept this from Fields while trying to force him to use a Grover Jones script, but as the situation deteriorated, they finally told Fields of West’s script. Fields read it and was astonished at how good it was. He later said West was the only other actor who ever understood what his character was all about. Her version was the final shooting script, although Fields did add his own routines, some dialogue, and modified a few scenes himself.

Fields agreed to live up to his Universal contract but felt betrayed by almost everyone at the studio, especially Cowan. He ultimately had Cowan fired from Universal before filming started, although Cowan did retain credit on the film. Director Eddie Cline — creator of Mack Sennett’s Bathing Beauties in 1914 — stayed, but not without almost losing his job to a friend of Fields’. West didn’t care who directed. “A director can’t really tell me what to do… other actors have to move around me.”

Filming went pretty much as planned, although Fields’ ad libs often made the crew laugh, ruining the take. West would catch on quickly and, on the second take, thwart or upstage him to keep the laughs on her. Tensions between the two stayed in check until the final scenes, those in the railroad car on the way to Greasewood City, were shot.

Once filmed, the Production Code Association got hold of a rough draft of the movie and demanded changes, especially to a final gag where Twillie is implied to have illegitimately sired five half-Native American children, all with large noses. Another of Fields’ lines late in the film — “I’ll go to India and become a missionary. I hear there’s good money in it, too” — was also removed. After the film previewed, West suggested the removal of Fields’ bartending scene, and Fields “innocently” suggested removing West’s key scenes, including her performance of the song “Willie of the Valley”. (Willie. Valley. Heh.)

Reviews ranged from moderate approval to outright disdain, mostly of West’s performance. Many critics noted the similarity in plot between “Chickadee” and “Destry Rides Again”, which was being filmed at the same studio at the same time. “Destry” was released 2 months earlier than “Chickadee”, which Fields always considered to have been an overt act of sabotage on his film. Over the years, West’s opinion of the film deteriorated. Initially already upset that she shared writing credit with Fields, she hated that she was paid less, and that she was asked about the film more than any other film she made.

Once in Greasewood City, Flower Belle discovers the bag of money was actually full of reproduction dollars, coupons for one of Twillie’s businesses. She also quickly attracts the attentions of the saloon owner Jeff Badger (Joseph Calleia). He makes Twillie the new sheriff of Greasewood because he knows the sheriffs don’t last long in this lawless town, leaving Flower Belle to be a very beautiful and available widow. Twillie, however, avoids all work and spends his days in the city jail, tricking people into playing cards with him. Flower Belle also dates the local newspaperman, and is still being seen by the Masked Bandit. Her dance card is full, as it were.

Both Fields and West each have a single scene in the film where they alone are the featured performer. West’s scene involves the local school. Under really lame pretenses — plot barely exists in West’s script — Flower Belle ends up in the schoolhouse teaching for the day. It’s an excuse for her to hit on and get gawked at by teenage boys, and it’s really kind of skeevy. Fields, meanwhile, moonlights as a bartender with his friend Squawk Mulligan (Jimmy Conlin) and tells one of his trademark stories to a customer waiting for his drink.

Twillie manages to get into Flower Belle’s bedroom but while he’s bathing, she sneaks out to see the Masked Bandit. Meanwhile a goat gets into the bed, and Twillie — you know where I’m going with this — mistakes the goat for Flower Belle. When he realizes where she’s gone, he decides to pretend to be the Masked Bandit so he can enjoy Flower Belle’s affections.

While pretending to be the Bandit, the townspeople catch him and decide he’s the real Bandit. Flower Belle knows better, but can’t help Twillie as she’s also jailed as an accomplice. Flower Belle busts out of prison and finds Jeff Badger, and while asking him for help discovers he’s the real Masked Bandit.

A mob breaks into the jail and takes Twillie to the gallows to hang him before he can even be tried. When asked if he has any last requests, he says, “I’d like to see Paris before I die. Philadelphia will do.” As they put the rope around his neck, he shouts, “Cuthbert J. Twillie for mayor!” as though he was giving a political speech.

The Bandit arrives and stops the hanging, and gives back a huge bag of money for the town and the school, which apparently sets everything right. The next day Badger and the newspaperman let Flower Belle know their intentions, and she makes it clear that she’s not a one-man woman. Twillie is preparing to leave, as he obviously now knows that he and Flower Belle were never really married.

As Twillie leaves, he says to Flower Belle the classic (misquoted) Mae West line: “Come up and see me sometime.”

“I will, my little chickadee,” she responds back.

Much of my information about the filming of “My Little Chickadee” comes from W.C. Fields by James Curtis, pages 398-414.


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  1. One of my favorite Fields films is “Its a Gift”. For me it puts together all the different sides of his persona, and the incident with Mr. Muckle is classic. If you haven’t checked it out, I’d put it on the list.

  2. I consider myself a fan of Mae West, although the only truly enjoyable film in her oeuvre is I’m No Angel (1933). Still, I can see why she didn’t like Chickadee–it’s more of a Fields vehicle than a West outing. Chickadee also ontains one of my favorite Fields one-liners: when asked if poker is a game of chance he shoots back: “Not the way I play it!”

  3. Operator, I have added it to my queue. I used to dislike Fields, but now I’m reformed, and would love to see more of his movies.

    Ivan, I love that line! Fields’ delivery is classic.

    The film is more Fields’ than West’s, but I think West is largely responsible for that. It was her script, and her featured routines seem to be entirely her idea. Because she wouldn’t ever admit that her singing was weak and she was far too old to be surrounding herself with teens, she came off as ridiculous.

  4. I don’t know if you take requests (I kind of doubt it), but I would love to see what you have to say about BOEING, BOEING, airing on TCM March 12 at 10 PM EDT. Okay, I’m crossing my fingers! PS Like Operator 99, I love Mr. Muckle! I also like the one where Fields is trapped in a wintry cabin – so surreal. Is that “The Fatal Glass of Beer”? I can’t recall.

  5. That is indeed “The Fatal Glass of Beer”, and one of the funniest things I’ve ever seen. has a copy of it, which you can see by clicking on the link in my post.

    I’ll be taping “Boeing Boeing” and will probably post it eventually, but I have a queue of about 35 films, some of which I’m dubbing off VHS for screencaps. I might actually try to record “Boeing Boeing” directly to my laptop instead! So exciting – I’ve been dragged into the technological excess of the 21st century!

  6. • • Stacia, you’re a swell dame.
    • • MAE came up to see you, honey.
    – – – –

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