This is a very offbeat kind of film that is not well known. You'll either really love it - I do - or you'll not care for it at all. Anatole Litvak, who directed so many womens' pictures, directs this odd little film that starts out as a kind of "small town band does good" picture, takes a turn into gangster territory, and then gets really dark with a venture into film noir and mental illness. Nobody in this film was a big name at the time, and I get the feeling it was one of those films that Warner's liked to grind out like sausages in the 30's and 40's that just happened to turn out to be rather special. Great performances are turned in from everyone involved, which includes Priscilla Lane as a good girl with depth, Lloyd Nolan as a gangster with a touch of the entrepreneurial and even a bit of a mentor, Jack Carson as a heel with a large bag of excuses for his behavior, Betty Field as the gangster's moll who aspires to be a singer and also ruins men as a hobby, and Richard Whorf as the musician and bandleader who falls for the moll and also into temporary insanity. Also note that future great director Elia Kazan shows up playing a small part as one of the bandmembers.

Released just three weeks before the beginning of World War II, it provides a snapshot of how the Depression and the era of the gangster were receding into memory just as an age of optimism was beginning that would go on hiatus during the war effort, and restart and peak after the war was over. Great atmosphere and great acting - highly recommended.