The Women (Max Gordon Plays and Pictures, Loew’s, MGM, 1939)

by Mark Gabrish Conlan • Copyright © 2026 by Mark Gabrish Conlan • All rights reserved

The film I watched two nights ago (Sunday, September 13) on Turner Classic Movies was The Women, a 1939 adaptation of Clare Boothe’s classic play about women and gossip, and how telling tales out of school derails the presumably happy marriage of Stephen Haines, an engineer, and his wife Mary, a non-working spouse. Boothe’s celebrated gimmick was that, though the story is almost entirely about men, no men are actually seen on stage or screen: just a cast of 135 women. Director George Cukor, who got assigned to the project after David O. Selznick fired him from Gone With the Wind (the film’s male star, Clark Gable, got paranoid that the Gay Cukor would take too much attention away from him and turn Gone With the Wind into a “women’s picture” and demanded Victor Fleming, Gable’s hunting buddy, replace him), took the piece’s gynocentrism to such extremes that he insisted that all the animals in the film be female and all the books in the characters’ libraries be by women authors. (He compromised in one particular, keeping in a scene from the play in which Mary Haines, played by Norma Shearer, reads an excerpt from The Prophet by male author Khalil Gibran. The original lines read, “Then it is better for you that you cover your nakedness and pass out of love's threshing floor/Into the seasonless world where you shall laugh, but not all of your laughter, and weep, but not all of your tears.” But the Production Code Administration and its enforcer, Joseph Breen, demanded that the words “cover your nakedness” be struck from the quote.) The Women begins with an engaging credit sequence comparing the various leading characters to animals: Mary as a doe; Crystal Allen (Joan Crawford), the perfume saleswoman who seduces Stephen away from Mary, as a panting leopard; Sylvia Fowler (Rosalind Russell) as a snarling black cat; the four-times married Flora de Lave (Mary Boland) as a monkey; Miriam Aarons (Paulette Goddard), a chorus girl who’s after Sylvia’s husband, as a vixen (female fox); Peggy Day (Joan Fontaine), who faces a domineering husband named John even though she has more money than he does (due to a small income) as a lamb; Mary's mother, Mrs. Morehead (Lilian Watson), as an owl; Edith Potter (Phyllis Povah) as a cow chewing its cud; and Lucy (Marjorie Main), the tough, no-nonsense proprietress of the Nevada dude ranch where a number of the women repair to get their divorces, as a neighing horse.

The film’s script is credited to Anita Loos and Jane Murfin, in that order, but that wasn’t the sequence in which they worked on it. After a few other writers worked on the script, including F. Scott Fitzgerald (about whom my husband Charles, who watched parts of the film with me and who’s decidedly less of a Fitzgerald fan than I am, said it was the perfect story for him because it’s about a bunch of women who don’t have or need jobs) and Donald Ogden Stewart, Murfin took on the screenplay, threw out everything that had been written for it before, and wrote her own adaptation from scratch. Producer Hunt Stromberg was about to green-light this version for production when he looked it over and decided it wouldn’t work. He called in Anita Loos and told her, “We’ve had to take out all Clare Boothe’s dirty jokes, and now the script isn’t funny anymore.” Loos was assigned to come up with “clean jokes” to replace the dirty ones that had been sacrificed at the altar of the Production Code. The result was a feast of bitchery (though, once again by order of Joseph Breen, the word “bitch” couldn’t be used and the writers had to come up with the invented word “beezle” as its equivalent) on screen in which Crystal Allen (who, as Charles pointed out, was virtually the only woman besides Marjorie Main’s character who had a job!) manages to steal Mary’s husband away from her. Mary’s mom and daughter (Virginia Weidler, the superb child actress who a year later played the daughter of Katharine Hepburn and Cary Grant in The Philadelphia Story and did a spot-on Hepburn impersonation) both urge her to fight back, but instead Mary retreats to Reno to sit out the six-week residency Nevada law required and shed her erring husband once and for all. Among the film’s most delicious scenes are the ones taking place on the train from New York to Reno (which took three days then and now) in which Mary runs into Countess De Lave, Peggy Day, and Miriam Aarons. Much of the action of the film centers around a New York beauty salon and spa named Sidney’s (after MGM’s long-time makeup head, Sidney Guilaroff) whose manicurist, Olga (Dennie Moore), starts the gossip about Stephen and Crystal and unknowingly spills the beans to Mary herself, who’s come to the salon for the hottest new shade of nail polish, “Jungle Red.”

There’s an intriguing item on the film’s imdb.com “Trivia” page to the extent that, even though Crystal is portrayed as the villainess of the piece, Clare Boothe sympathized with her more than anyone else in the dramatis personae. That’s not a bit surprising given that Clare Boothe lived the Crystal Allen character arc for real; she seduced Time magazine co-founder Henry Luce from his first wife, married him, and stayed with him until Luce’s death. If anything, the real bad girl of the piece is Sylvia Fowler, who cheerily spreads bits of gossip around her circle of friends, heedless of what the bad news might do to them and their families, and when her own husband dumps her for a younger, hotter woman, we read that as just comeuppance. Rosalind Russell recalled years later that Cukor had told her to play the part with a light touch “because in this picture Sylvia’s breaking up a family, and there’s a child involved, and if you’re a heavy, audiences will hate you. Don't play it like a heavy, just be ridiculous.” Russell recalled later that “everything that came to me from 'The Women' –namely, my reputation as a comedienne – I owe to George. … He was marvelous to work for, he could think of a hundred bits of business for every moment." Russell said that working back-to-back for Cukor in The Women and Howard Hawks in His Girl Friday established her as a major star after mediocre assignments in the previous five years of her film career. (My favorite Cukor anecdote came from Jack Lemmon, who made his first film, It Should Happen to You, for Cukor. Lemmon’s character had one big scene in the film and he came in determined to act his pants off and throw himself into the role so all Hollywood would notice him. They shot the first take and Cukor said, “Less, Jack, less.” Lemmon turned it down a little, they shot the second take, and Cukor said, “Less, Jack, less.” They went through this a dozen times, with Lemmon turning it down a little more on each retake and Cukor saying, “Less, Jack, less.” Finally an exasperated Lemmon complained, “Look, if I give you any less, I won’t be acting at all!” “That’s right, Jack, that’s right,” Cukor said. To the end of his life Lemmon said that was the best advice he ever got from a director.)

Accounts differ as to how the actresses on the film got along and whether there were any tensions. Cukor decided to have three assistant directors call Shearer, Crawford, and Russell to the set at exactly the same time so none of the principals would feel they were being short-changed in favor of the others. (Shearer, Crawford, and Russell were all billed before the title, though Russell’s name was in letters 50 percent the size of Shearer’s and Crawford’s.) In her autobiography, No Bed of Roses, Joan Fontaine said of Cukor, “He handled all the women in the star-studded cast with tact and gallantry, so that what might have been a highly charged assignment for any other director turned out to be a happy association all around. We adored George, as do all actresses who work with him.” Yet there’s one story about Shearer and Crawford, who’d allegedly hated each other for years. Because Shearer had been married to MGM production chief Irving Thalberg for 12 years until his sudden death in 1936, Crawford had been ferociously jealous. She complained to her friends, “How can I compete with Norma? She sleeps with the boss!” Though their two characters in The Women meet in only one scene, that proved to have more than its share of fireworks. They shot the main scene as a master shot and then late in the evening Shearer returned to the set to shoot her close-ups. Crawford was there to feed her her lines, and to discomfit Shearer as much as possible Crawford brought along an afghan rug and the knitting needles and yarn she was using to make it. Crawford made so much noise with her needles that Shearer lost her temper and told Cukor, “You can send Crawford home and feed me her lines yourself.” The Women has been remade several times, including an ill-advised musical version from 1956 called The Opposite Sex that put the male characters on screen; an aborted version from 1960 called Gentlemen’s Club that would have reversed Clare Boothe’s gimmick and included only males on screen; and a 2008 remake under the original title directed and written by Diane English and starring Meg Ryan. (I’m guessing that one took a more feminist slant on the original than this one did.) The film ends in a confrontation sequence in which Mary Haines wins back Stephen’s love from the predatory Crystal, though Charles said he would have preferred an ending in which Mary says goodbye and good riddance to Stephen and establishes herself as a career woman independent of Stephen or any other man. Actually, that’s largely the part Norma Shearer had played in her Academy Award-winning film The Divorcée (1930)!