I read that Jessie Matthews was approached and turned down co-starring with Fred Astaire in Damsel in Distress. Jessie Matthews in her prime never left her side of the pond to do any American musical films. IF they had teamed for this film it would have been a once in a lifetime event.<br /><br />It's a pity because Damsel in Distress has everything else going for it. Fred Astaire, story and adapted to screen by author P.G. Wodehouse, Burns&Allen for comedy, and songs by the Gershwin Brothers. In answer to the question posed by the Nice Work If You Can Get It, there isn't much you could ask more for this film.<br /><br />Except a leading lady. Though Ginger Rogers made several films away from Fred Astaire, Damsel in Distress is the only film Astaire made without Rogers while they were a team. Young Joan Fontaine was cast in this opposite Astaire.<br /><br />Her character has none of the bite that Ginger Rogers's parts do in these films. All she basically has to do is act sweet and demure. She also doesn't contribute anything musically. And if I had to rate all the dancing partners of Fred Astaire, Joan Fontaine would come out at the bottom. The poor woman is just horrible in the Things Are Looking Up number. <br /><br />When she co-starred later on in a musical with Bing Crosby, The Emperor Waltz, it's no accident that Fontaine is given nothing musical to do.<br /><br />The version I have is a colorized one and in this case I think it actually did some good. The idyllic lush green English countryside of P.G. Wodehouse is really brought out in this VHS copy. Especially in that number I mentioned before with Astaire and Fontaine which does take place in the garden.<br /><br />Burns&Allen on the other hand as a couple of old vaudeville troopers complement Astaire in grand style in the Stiff Upper Lip number. The surreal fun-house sequence is marvelously staged.<br /><br />P.G. Wodehouse's aristocracy runs the gamut with Constance Collier at her haughty best and for once Montagu Love as Fontaine's father as a nice man on film.<br /><br />The biggest hit out of A Damsel in Distress is A Foggy Day maybe the best known song about the British capital city since London Bridge Is Falling Down. Done in the best simple elegant manner by Fred Astaire, it's one of those songs that will endure as long as London endures and even after.<br /><br />Overlooking the young and inexperienced Joan Fontaine, A Damsel in Distress rates as a classic, classic score, classic dancing, classic comedy. Who could ask for anything more?