William Powell is a total jerk in Behind the Make-Up (1930)

If you're looking for a feel-good movie to watch with your grandma, this probably isn't the one. Behind the Make-Up is surprisingly mean. I mean that in a good way, I think. It’s for people who like those old backstage dramas where everyone is slightly sweaty and desperate. If you hate slow, early 1930s pacing, you'll probably want to skip it.

I caught this on a whim because I'll watch anything with William Powell in it. Usually, he's the suave guy with the drink in his hand. Here, he plays Gardoni, and man, he is just a piece of work. He starts the movie basically starving and contemplating the end of his rope.

Then he meets Hap. Hap is played by Hal Skelly. Hap is a clown. He's the kind of guy who gives you his last nickel and doesn't ask for a receipt. He's got this bicycle act that is apparently the height of entertainment in 1930. He takes Gardoni in, feeds him, and teaches him the ropes. Big mistake. 🤡

There is a scene where they are practicing the bike stuff and you can just see the gears turning in Gardoni's head. He isn't grateful. He’s just taking notes. It reminded me a bit of the social climbing you see in Three Women, though this is much more low-rent and gritty.

Gardoni doesn't just stop at stealing the act. He goes for the girl, Marie, played by Fay Wray. She’s great, though she spends most of the movie looking like she just realized she left the stove on. You can't blame her. Being married to Gardoni looks like a nightmare.

The movie does this weird thing where it jumps forward in time. One minute they are struggling, the next Gardoni is a big star in New Orleans. It feels like the editors lost a few reels of film or something. Or maybe they just ran out of money for sets. It’s very bursty—lots of talking, then a sudden leap in the plot that leaves you blinking at the screen.

I noticed the sound is a bit rough in spots. You can hear the hiss of the early recording tech. But it kind of adds to the vibe? It makes the backstage areas feel more real and less like a Hollywood set. It’s definitely not as polished as Smilin' Through, which feels like it was filmed in a dream. This is more like a basement.

There’s this one part where Hap is watching them from the wings. His face is just... heartbreaking. Hal Skelly has these eyes that look like they’ve seen too many bad Tuesdays. He doesn't say anything, he just watches. It’s probably the best bit of acting in the whole thing.

Kay Francis shows up too as a high-society woman named Kitty. She’s mostly there to show how much of a climber Gardoni is. She looks incredible in those 1930s hats. Seriously, the hats in this movie deserve their own billing. 🎩

I kept waiting for Gardoni to have a change of heart. You know, the typical Hollywood ending where he realizes he was a jerk and gives the money back? Yeah, that doesn't really happen here. The ending is dark. Like, really dark for 1930. It’s almost startling how it just ends.

It’s not a perfect film. Some of the dialogue is clunky and people stand around in stiff poses like they're afraid to move away from the hidden microphones. But it feels honest. It feels like a movie made by people who actually knew what it was like to be broke in a cheap hotel room.

One thing that bothered me was the bicycle act itself. They talk about it like it's the most amazing thing ever. But when you finally see a bit of it, it's just... a guy on a bike. Maybe you had to be there. Vaudeville was a different world.

If you enjoy seeing the dark side of show business, give it a look. It’s short, punchy, and William Powell proves he could be a world-class villain when he wanted to. Just don't expect a happy ending or a lot of laughs, despite the clown costumes.

The makeup in the title isn't just the greasepaint. It's the fake smiles they all wear. Pretty deep for a movie that’s almost a hundred years old, right? Or maybe I'm just overthinking it because I've had too much coffee. Anyway, it’s worth the hour and a bit of your time.