I had not watched this movie until today, passing up each opportunity over the years to view it, as I feared it would not live up to the 1954 blockbuster starring Judy Garland and James Mason.<br /><br />I was right, it does not; it far surpasses the 1954 remake. Judy Garland is my favorite all-round entertainer, favorite singer, and the songs in the 1954 movie are classic treasures, and James Mason never disappoints in any film. However, in the 1937 version the story is told more sensitively, with more shading. Janet Gaynor is perfect as the home-grown farm girl seeking to make her mark in Hollywood, and Fredric March is very convincing as the has-been who cannot cope with his declining value in Hollywood, especially since he caused much of it himself.<br /><br />I had thought that I might miss the music in this earlier version, but I found after having watched it that I didn't miss it at all. The movie was engrossing from beginning to end and stood on its own merits. I was moved by this film in a way that I never had been by the later remake.<br /><br />SEE this film if you love a good story; don't put it off for years the way I did. Simply, simply wonderful...