A musical producer unable to compete with talkies starts putting together "prologues" -- live musical numbers to precede movies. In typical Busby Berkeley fashion, it's preposterous to think that any of these numbers could be performed as a stage-bound production, but that's part of the fun. The obvious highlight is "By a Waterfall", a jaw-dropping masterpiece of both choreography and cinematography, the definitive Berkeley creation. It's stunning, breathtaking. The pieces that bookend it aren't quite as dazzling, but still loads of fun. "Honeymoon Hotel" is a cute and clever number with some racy suggestions (and Billy Barty!). "Shanghai Lil" lets Cagney show off his song & dance skills, including a terrific tap routine with Ruby Keeler. If there are minor instances of very mild racism, they're more than offset by the multi-ethnic performers, a rare occurrence at the time. All three big productions are all crammed into the end of the film, which is the film's biggest downfall. The first hour contains only one dance number ("Sitting on a Backyard Fence") and one song ("Ah, the Moon Is Here"). Although both are delightful, the movie needs a little more to break up a somewhat ho-hum plot. There's some witty dialogue, and Cagney is dynamic enough to hold your attention (though I'm not really a fan of his), but the story just seems to go around in circles, albeit at a breakneck pace. But it's all enjoyable enough, and well worth it for the "By a Waterfall" payoff.