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Once Upon a Time (1944)

Once Upon a Time (1944), directed by Alexander Hall, starring Cary Grant and Janet Blair.

06/29/1944 BR Comedy, Family and Fantasy 1h 29m

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it's CHUCKLESOME!

Synopsis

Broadway producer Jerry Flynn is anxious to recapture the magic and reclaim the crowds after a set of costly flops. Outside his theater one night, Flynn meets a young boy who just might save the day. Inside a small box the boy shows Flynn his pride and joy: a caterpillar named Curly that dances to Yes Sir, That's My Baby. Word quickly spreads about the amazingly talented hoofer, and the caterpillar becomes a symbol of hope for wartime America. Soon, offers are pouring in to capitalize on this sensational insect.

  • Franz PlanerCinematography
  • Alexander HallDirector
  • Gene HavlickEditing
  • Louis F. EdelmanProducer

About the film

Once Upon a Time is a 1944 American comedy fantasy film involving a dancing caterpillar who lives in a small box. Cary Grant plays a conniving showman who desperately needs money to save his theater. The film was based on a 1940 radio play called "My Client Curley", adapted by Norman Corwin from a magazine story by Lucille Fletcher.

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Once Upon a Time is a 1944 American comedy fantasy film involving a dancing caterpillar who lives in a small box. Cary Grant plays a conniving showman who desperately needs money to save his theater. The film was based on a 1940 radio play called "My Client Curley", adapted by Norman Corwin from a magazine story by Lucille Fletcher.

Plot

Jerry Flynn has to come up with $100,000 within a week to keep his theater. By chance, youngster Arthur "Pinky" Thompson shows him "Curly" (the original title of the film), a caterpillar that gets up on its tail and dances when Pinky plays "Yes Sir, That's My Baby" on his harmonica. Pinky refuses to let Jerry buy his friend, so they become partners. The boy is an orphan being raised by his showgirl sister Jeannie, so he soon becomes very attached to Jerry, as does his sister.

Jerry is soon publicizing Curly, managing to generate a nationwide sensation. Brandt, a suspicious reporter who has been feuding with Jerry, brings in scientists to examine Curly. To his great disappointment, the caterpillar turns out to be genuine. When the scientists want to keep Curly for further research (and later dissection), it causes a national uproar, with people divided in their opinions.

Meanwhile, behind Pinky's back, Jerry negotiates to sell Curly to Walt Disney, finally getting his price of $100,000. Jerry orders his assistant, the "Moke", to steal Curly while Pinky is asleep, but the boy wakes up and takes Curly home. Jerry confronts a heartbroken Pinky and gets the insect, but is so ashamed of himself that he leaves the apartment without Curly.

Later, Curly goes missing. Meanwhile, knowing that Jerry and Pinky miss each other, the Moke arranges with the boys of the various Curly fan clubs that have sprung up to get them back together. After their happy reconciliation, Jerry discovers that Curly has transformed into a butterfly.

Cast

Cary Grant as Jerry Flynn

Janet Blair as Jeannie Thompson

James Gleason as McGillicuddy aka The Moke

Ted Donaldson as Arthur "Pinky" Thompson

William Demarest as Brandt

Production

The film's working titles were Curly, My Friend Curly, My Client Curly and Yes Sir, That's My Baby.

See also

One Froggy Evening, a 1955 Warner Bros. cartoon about a frog that both sings and dances

Sametka, a 1967 animated short by Zdeněk Miler based on the film. Sametka at IMDb

References

External links

Once Upon a Time at IMDb

Once Upon a Time at the TCM Movie Database (archived)

Once Upon a Time at the AFI Catalog of Feature Films

Text from Once Upon a Time (1944 film) on Wikipedia, licensed CC BY-SA 4.0. https://en.wikipedia.org/wiki/Once_Upon_a_Time_(1944_film)

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  • New York City

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What is Once Upon a Time about?

Once Upon a Time: Broadway producer Jerry Flynn is anxious to recapture the magic and reclaim the crowds after a set of costly flops. Outside his theater one night, Flynn meets a young boy who just might save the day. Inside a small box the boy shows Flynn his pride and joy: a caterpillar named Curly that dances to Yes Sir, That's My B…

Who directed Once Upon a Time?

Once Upon a Time was directed by Alexander Hall in 1944.

Who stars in Once Upon a Time?

The cast of Once Upon a Time includes Cary Grant, Janet Blair, James Gleason, Ted Donaldson and William Demarest.

How long is Once Upon a Time?

Once Upon a Time runs for 89 minutes, or 1h29.

Where can I watch Once Upon a Time?

Once Upon a Time is available on Apple TV Store and Amazon Video. Availability changes often: the list on this page is the most recent we received.

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Page updated on 09/14/2026.

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Scene from Once Upon a Time