To Be or Not to Be (1942 film)

To Be or Not to Be is a 1942 American black comedy film directed by Ernst Lubitsch and starring Carole Lombard, Jack Benny, Robert Stack, Felix Bressart, Lionel Atwill, Stanley Ridges and Sig Ruman. The plot concerns a troupe of actors in Nazi-occupied Warsaw who use their abilities at disguise and acting to fool the occupying troops. It was adapted by Lubitsch (uncredited) and Edwin Justus Mayer from the story by Melchior Lengyel.[6] The film was released one month after actress Carole Lombard was killed in an airplane crash.[7]

To Be or Not to Be
Theatrical release poster
Directed byErnst Lubitsch
Produced byErnst Lubitsch
Written byMelchior Lengyel
Edwin Justus Mayer
Ernst Lubitsch (uncredited)
StarringCarole Lombard
Jack Benny
Robert Stack
Felix Bressart
Sig Ruman
Music byWerner R. Heymann
Miklós Rózsa
CinematographyRudolph Maté
Edited byDorothy Spencer
Romaine Film Corp.[1]
Distributed byUnited Artists
Release date
  • February 19, 1942 (1942-02-19) (Los Angeles)[2][3]
Running time
99 minutes
CountryUnited States
Budget$1.2 million[4]
Box office$1.5 million (US rentals)[5]

The title is a reference to the famous "To be, or not to be" soliloquy in William Shakespeare's Hamlet.[8]


The setting is Warsaw, Poland, just before the 1939 Nazi Germany invasion. The well-known stars of a Warsaw theater company, "ham" actor Josef Tura (Jack Benny) and his beautiful wife, Maria (Carole Lombard), along with the rest of the company, are rehearsing "Gestapo", a play satirizing the Nazis. One of the actors, Bronski (Tom Dugan), even proves that he can pass for Hitler in the street.

That night, when the company is performing Shakespeare's Hamlet, with Tura in the title role, Bronski commiserates with friend and colleague, Greenberg (Felix Bressart), about being limited to being spear carriers. Greenberg, who is implicitly Jewish (although the words "Jew" or "Judaism" are never used), reveals he has always dreamed of playing Shylock in Merchant of Venice, especially the famous "Hath not a Jew eyes?" speech, which he proceeds to recite.

Meanwhile, the lovely Maria has received flowers from handsome young pilot Lt. Stanislav Sobinski (Robert Stack). She tells Sobinski to come to see her in her dressing room when Tura begins his "To be or not to be..." speech, to ensure privacy. As her husband, Tura begins his monologue, Sobinski very obviously walks out, causing the highly-strung actor great distress at the apparent insult. Shortly thereafter, the company is ordered by the government to cancel "Gestapo", to avoid possibly worsening relations with Germany. The following night, after a brief (and chaste) assignation, Sobinski again walks out during "To be or not to be", freshly infuriating Tura. Sobinski confesses his love to Maria, assuming that she will leave her husband, as well as the stage, to be with him. Before Maria can correct Sobinski's assumption, news breaks out that Germany has invaded Poland. Sobinski, a pilot, leaves to join the fight, and the actors huddle in the basement of the theater as Warsaw is bombed.

Hitler conquers Poland, but the Polish division of the British Royal Air Force is fighting to free its mother country. Lt. Sobinski and other young pilots of the division sing together, with the Polish resistance leader Professor Siletsky (Stanley Ridges) as their guest. Siletsky will return to Warsaw shortly, and the men give him messages for their loved ones. However, Sobinski becomes suspicious when Siletsky doesn't know of the famous actress Maria Tura. Sobinski reports the incident, the Allies now realize that Siletsky has a list of the names and addresses of relatives of Polish airmen in the RAF, against whom reprisals can be taken.

Sobinski flies back to warn Maria, and she goes to pass on the message to the underground. However, Siletsky has returned as well, and has Maria brought to him by Nazi soldiers. He invites Maria to dinner, hoping to recruit her as a spy, as well as to sample her charms. She plays along and returns home to dress for dinner, but just before she arrives home, Tura returns and finds Sobinski in his bed wearing his bathrobe. Maria and Sobinski try to figure out what to do about Siletsky, while Tura tries to figure out what is going on with his wife and the pilot. In the end, Tura proclaims that he will kill Siletsky.

Later that evening, Maria returns to Siletsky's room and pretends to be attracted to him, but just as they kiss, there is a knock at the door. A member of the acting company disguised as a Nazi officer summons Siletsky to "Gestapo headquarters", which is the theatre, hastily disguised with props and costumes from their play. Tura pretends to be Col. Ehrhardt of the Gestapo and Siletsky gives him the information he has gathered. He also reveals that Sobinski's message for Maria, and that "To be or not to be" was the signal for their rendezvous. Tura jealously over-reacts, and blows his cover. Siletsky pulls a gun on Tura and tries to escape but is shot and killed by Sobinski. Tura quickly disguises himself as Siletsky in a fake beard and glasses, goes to the hotel to destroy Siletsky's extra copy of the information, and to confront Maria about her affair. He is met at the hotel by the real Col. Ehrhardt's (Sig Ruman) adjutant, Capt. Schultz (Henry Victor), and taken to meet him. Tura passes himself off, and names recently executed prisoners as the leaders of the resistance. He also learns that Hitler will visit Warsaw the next day.

The following day, Siletsky's body is discovered in the theater. Ehrhardt sends for Maria and tells her but she is unable to warn Tura. In the meantime, still posing as Siletsky, Tura has arranged another meeting with Ehrhardt. With a lot of assumptions, swaps, feints and beard pulling, Tura "proves" he is the real Siletsky. Just as Tura is about to leave Gestapo headquarters, some of the actors, in Nazi costume having been sent by Maria, storm in to yank off Tura's false beard, and pretend to drag him out. Everyone is safe for the moment, but they cannot leave the country as previously planned on the plane Ehrhardt had arranged for Siletsky.

The Nazis stage a show at the theater to honor Hitler during his visit. Sobinski, Tura, Bronski and the other actors slip into the theater dressed as Nazis and hide until Hitler and his entourage arrive and take their seats. As the Nazis are singing the Deutschlandlied (the German national anthem) Greenberg suddenly appears and rushes Hitler's box, causing enough distraction to exchange the real Nazis for the actors. Acting as the head of Hitler's guard, Tura demands to know what Greenberg wants, giving the actor his chance to deliver Shylock's famous speech from The Merchant of Venice, ending with "if you wrong us, shall we not revenge?!" Tura orders Greenberg to be "taken away"; all the actors march out, get in Hitler's cars and drive away.

Back at her apartment, Maria waits for the company, from where they all intend to leave on Hitler's plane. Col. Ehrhardt unwittingly shows up and tries to seduce Maria. Then the door opens, and "Hitler"/Bronski enters, sees them, and then turns and walks out without a word. Ehrhardt is first completely amazed, but quickly alarmed that he has just been caught trying to seduce the Führer's mistress! Maria dashes after Bronski calling, "Mein Führer, Mein Führer!"

The actors take off in the plane, disposing easily of the Nazi pilots. Sobinski flies to Scotland, where the actors are interviewed by the press. Asked what reward he would like for his service to the Allies, Maria quickly responds for him, "He wants to play Hamlet", and so, Tura goes back, once again, on stage as Hamlet. On reaching the critical moment of his soliloquy, he is relieved to see Sobinski sitting quietly in the audience. As he proceeds, a handsome new officer gets up and heads noisily backstage.


  • Carole Lombard as Maria Tura, an actress in Nazi-occupied Poland
  • Jack Benny as Joseph Tura, an actor and Maria's husband
  • Robert Stack as Lt. Stanislav Sobinski, a Polish airman in love with Maria
  • Felix Bressart as Greenberg, a Jewish member of the company who plays bit parts and dreams of playing Shylock
  • Lionel Atwill as Rawich, a ham actor in the company
  • Stanley Ridges as Professor Alexander Siletsky, a Nazi spy masquerading as a Polish resistance worker
  • Sig Ruman as Col. Ehrhardt, the bumbling Gestapo commander in Warsaw
  • Tom Dugan as Bronski, a member of the company who impersonates Hitler
  • Charles Halton as Dobosh, the producer of the company
  • George Lynn as Actor-Adjutant, a member of the company who masquerades as Col. Ehrhardt's adjutant
  • Henry Victor as Capt. Schultz, the real adjutant of Col. Ehrhardt
  • Maude Eburne as Anna, Maria's maid
  • Halliwell Hobbes as Gen. Armstrong, a British intelligence officer
  • Miles Mander as Major Cunningham, a British intelligence officer
  • Olaf Hytten as Polonius in Warsaw (uncredited)
  • Frank Reicher as Polish Official (uncredited)
  • Maurice Murphy as Polish RAF Pilot (uncredited)
  • James Finlayson as Scottish Farmer (uncredited)


Lubitsch had never considered anyone other than Jack Benny for the lead role in the film. He had even written the character with Benny in mind. Benny, thrilled that a director of Lubitsch's caliber had been thinking of him while writing it, accepted the role immediately. Benny was in a predicament as, strangely enough, his success in the film version of Charley's Aunt (1941) was not interesting anyone in hiring the actor for their films.

For Benny's costar, the studio and Lubitsch decided on Miriam Hopkins, whose career had been faltering in recent years. The role was designed as a comeback for the veteran actress, but Hopkins and Benny did not get along well, and Hopkins left the production.

Lubitsch was left without a leading lady until Carole Lombard, hearing his predicament, asked to be considered.[9] Lombard had never worked with the director and yearned to have an opportunity. Lubitsch agreed and Lombard was cast. The film also provided Lombard with an opportunity to work with friend Robert Stack, whom she had known since he was an awkward teenager. The film was shot at United Artists, which allowed Lombard to say that she had worked at every major studio in Hollywood.


To Be or Not To Be, now regarded as one of the best films of Lubitsch's, Benny's and Lombard's careers, was initially not well received by the public, many of whom could not understand the notion of making fun out of such a real threat as the Nazis. According to Jack Benny's unfinished memoir, published in 1991, his own father walked out of the theater early in the film, disgusted that his son was in a Nazi uniform, and vowed not to set foot in the theater again. Benny convinced him otherwise and his father ended up loving the film, and saw it forty-six times.[10]

The same could not be said for all critics. While they generally praised Lombard, some scorned Benny and Lubitsch and found the film to be in bad taste. Bosley Crowther of The New York Times wrote that it was "hard to imagine how any one can take, without batting an eye, a shattering air raid upon Warsaw right after a sequence of farce or the spectacle of Mr. Benny playing a comedy scene with a Gestapo corpse. Mr. Lubitsch had an odd sense of humor—and a tangled script—when he made this film."[11] The Philadelphia Inquirer agreed, calling the film "a callous, tasteless effort to find fun in the bombing of Warsaw."[12] Some critics were especially offended by Colonel Ehrhardt's line: "Oh, yes I saw him [Tura] in 'Hamlet' once. What he did to Shakespeare we are doing now to Poland."[12]

However, other reviews were positive. Variety called it one of Lubitsch's "best productions in [a] number of years ... a solid piece of entertainment."[13] Harrison's Reports called it "An absorbing comedy-drama of war time, expertly directed and acted. The action holds one in tense suspense at all times, and comedy of dialogue as well as of acting keeps one laughing almost constantly."[14] John Mosher of The New Yorker also praised the film, writing, "That comedy could be planted in Warsaw at the time of its fall, of its conquest by the Nazis, and not seem too incongruous to be endured is a Lubistch triumph."[15]

In 1943, the critic Mildred Martin reviewed another of Lubitsch's films in The Philadelphia Inquirer and referred derogatively to his German birth and his comedy about Nazis in Poland. Lubitsch responded by publishing an open letter to the newspaper in which he wrote,

"What I have satirized in this picture are the Nazis and their ridiculous ideology. I have also satirized the attitude of actors who always remain actors regardless of how dangerous the situation might be, which I believe is a true observation. It can be argued if the tragedy of Poland realistically portrayed as in To Be or Not to Be can be merged with satire. I believe it can be and so do the audience which I observed during a screening of To Be or Not to Be; but this is a matter of debate and everyone is entitled to his point of view, but it is certainly a far cry from the Berlin-born director who finds fun in the bombing of Warsaw."[12][16]

In recent times the film has become recognized as a comedy classic. To Be or Not To Be has a 98% approval rating on the review aggregator website Rotten Tomatoes with an average rating of 8.8/10, based on 42 reviews, with the consensus: "A complex and timely satire with as much darkness as slapstick, Ernst Lubitsch's To Be or Not To Be delicately balances humor and ethics."[17] Slovenian cultural critic and philosopher, Slavoj Žižek named it his favourite comedy, in an interview in 2015, where he remarked, "It is madness, you can not do a better comedy I think".

Awards and honors

To Be or Not to Be was nominated for one Academy Award: the Best Music, Scoring of a Dramatic or Comedy Picture. In 1996, it was selected for preservation in the United States National Film Registry by the Library of Congress as being "culturally, historically, or aesthetically significant."[18]

The film is recognized by American Film Institute in these lists:



  1. To Be or Not to Be at the American Film Institute Catalog
  2. "Motion Picture Daily Feb 4, 1942".
  3. "Variety Feb 18, 1942".
  4. Balio, Tino (2009). United Artists: The Company Built by the Stars. University of Wisconsin Press. ISBN 978-0-299-23004-3. p173
  5. "101 Pix Gross in Millions" Variety 6 Jan 1943 p 58
  6. "To Be or Not to Be | BFI | BFI". Retrieved 2014-04-08.
  7. "To Be or Not to Be (1942) - Notes". Retrieved 2014-04-08.
  8. To be, or not to be
  9. "Detail view of Movies Page". Retrieved 2014-04-08.
  10. Jack Benny and Joan Benny, Sunday Nights at Seven: The Jack Benny Story, G.K. Hall, 1991, p. 232
  11. Crowther, Bosley (March 7, 1942). "Movie Review - To Be or Not to Be". The New York Times. Retrieved January 6, 2016.
  12. Insdorf, Annette (2003). Indelible Shadows: Film and the Holocaust (Third Ed.). Cambridge University Press. p. 67. ISBN 9780521016308.
  13. "Film Reviews". Variety. New York: Variety, Inc. February 18, 1942. p. 8.
  14. "'To Be or Not to Be' with Carole Lombard, Jack Benny and Robert Stack". Harrison's Reports: 35. February 28, 1942.
  15. Mosher, John (March 14, 1942). "The Current Cinema". The New Yorker. New York: F-R Publishing Corp. p. 71.
  16. Weinberg, Herman (1977). The Lubitsch Touch: A Critical Study. Dover Publications. p. 246.
  17. ""Rotten Tomatoes"".
  18. "National Film Registry (National Film Preservation Board, Library of Congress)". 2013-11-20. Retrieved 2014-04-10.
  19. "AFI's 100 Years...100 Laughs" (PDF). American Film Institute. Retrieved 2016-08-06.
  20. ""Lenni vagy nem lenni"". Archived from the original on 2013-04-28.

Further reading

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