I don't usually seek out musicals, but this one was quite an experience. First off, those who don't particularly like musicals probably won't think twice about seeing this, but it is worth a watch. Now, onto what I liked about the film. I thought that the musical selections were incredible, and there wasn't a single song I didn't like. Perhaps I'm biased because I love music from this era, but whatever. I also loved the set design, costumes and choreography which I thought was amazing. It was like a Fred Astaire musical, but in color, if I had to make a comparison (even though I've only seen clips of Astaire). And the schoolteacher he meets is like his Ginger Rogers (with shades of Jean Harlow and Mae West). Another thing I thought was ingenious was the way in which the musical numbers were presented. Instead of happening directly within the story, which most of the time takes you out of the cinematic experience (after all, who really breaks into song in real life?), they present all but one of the songs as fantasy/dream sequences which are obviously lip-synched. This is probably the greatest innovation the film makes. Other than that, I noticed little things (aided by internet research while I watched it), like a recreation of Edward Hopper's Nighthawks painting in one scene. The title is taken from a 1936 Irving Berlin musical and song (which I might want to check out, although the movie itself was adapted from a British miniseries), and one scene features two of the main characters recreating a scene from a Fred Astaire musical. There's also a scene where Christopher Walken gives an impressive dance (and striptease). Hell, the entire cast gives great dancing performances. One scene I liked in particular involved a teacher and her class full of schoolchildren. However, I get to what isn't so great about the film. For one, Steve Martin's character is a philanderer, habitual liar and all-around jackass who, if it weren't for his optimistic musings, would be pretty hard to get behind and root for. I didn't feel that many of the characters outside of the main three really had any depth to them whatsoever. Arthur's wife, in particular, got short shrift in this respect. Also, without the musical numbers, the movie would be goddamn depressing. In fact, the movie just gets more depressing as it goes along and more bad things happen to the principal characters. This makes the musical numbers even more of a necessity because these eventually are the only uplifting moments in the film. Perhaps, this is trying to say something about the nature of music in life, that it brings happiness and joy into what is essentially a dull and heartbreaking experience (and set, literally, in the Great Depression). If so, then it made its point very well. This brings me to the end (SPOILER!), which I felt was kind of a cheat in a way. It spent the entire movie building on this depression, and then it opts to end it happily. Seeing as how this movie works as a tribute to musicals past, maybe this was its way of not deviating too far from those previous films. But then again, it could have been another dream sequence. Who knows? I'll probably need to watch it again to be able to tell. Overall, this was definitely worth the time I put into watching it, and I really want to download the soundtrack now.