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The Man Who Loved Cat Dancing
The Man Who Loved
Cat Dancing

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Compositions: Films

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The Film

Release date: June 27, 1973
Studio: Metro-Goldwyn-Mayer
Running time: 127 minutes
Director: Richard C. Sarafian
Cast: Burt Reynolds, Sarah Miles, Lee J. Cobb, Jack Warden, George Hamilton, Bo Hopkins, Owen Bush, Robert Donner, Jay Silverheels, Jay Varela, Larry Finley, Sutero García Jr., Nancy Malone, Sandy Kevin, Larry Littlebird
Technical information: Panavision, Metrocolor 

When an Indiana housewife named Marilyn Durham told her husband that she could write a better book than the ones she had been reading, the result was The Man Who Loved Cat Dancing, a love story set in the Wyoming Territory during the 1880s. Not only was Durham's first attempt at a novel accepted for publication, it was chosen as a featured selection by the Book of the Month Club, helping it to quickly become a best-seller.

The story's protagonist is John Wesley "Jay" Grobart, a former Army Captain who has recently been released from prison, where he served time for killing the three men who had murdered his Native American wife. (Her name was Cat Dancing, hence the novel's title.) With the help of an Indian friend, Charlie, and two lowlife thieves, Billy Bowan and Coleman Dawes, he robs a train, hoping that he can use his share of the ill-gotten money to ransom his two children from Iron Eagle, Cat Dancing's brother and the children's foster father. Putting a wrench into the proceedings is Mrs. Catherine Crocker, a high-born woman running away from her abusive husband, who has chosen the same time and place to flag down the train. She ends up a hostage of the train robbers and through the course of their adventures eventually falls in love with Jay Grobart. The posse trailing the thieves is led by Harvey Lapchance, a Wells Fargo agent deputized to capture Grobart, and Willard Crocker, Catherine's husband.

Even before it was published in the summer of 1972, the story attracted the attention of Hollywood. Screenwriter Eleanor Perry saw the novel in galley form and brought it to producer Martin Poll, who acquired the film rights in January of 1972. Perry set about writing the screenplay and was given a producer credit alongside Poll.

Nearly from the beginning The Man Who Loved Cat Dancing was the very definition of a troubled production. The two producers feuded before, during and after filming, with Perry asserting that she was relegated to figurehead status because she was a woman, and Poll claiming that Perry was uncooperative and unavailable at key moments of the production. Another writer, Bill Norton, was brought in to rewrite the script in December of 1972; his changes to the screenplay negated many of Perry's contributions, returning more closely to the novel on which it was based. (Norton would later file a grievance with the Writer's Guild seeking screen credit, but no action was taken due to a delay in his filing of the petition.) After the studio's original director bowed out, Richard C. Sarafian took over; a veteran television director (and later a character actor), his previous feature credits included the 1971 existential chase thriller Vanishing Point.

Early on, Burt Reynolds agreed to star as Jay Grobart but the search for a leading lady was not resolved until shortly before filming began, when British actress Sarah Miles was chosen for the role of Catherine Crocker. The supporting cast included Lee J. Cobb as Lapchance, George Hamilton as Willard Crocker, Bo Hopkins as Billy and Jack Warden as Dawes. Casting of some of the smaller roles continued even after filming had begun in the Arizona desert in January of 1972.

Tragedy struck the set on February 11, when David Whiting, Sarah Miles' business manager, was discovered dead in his room at the Gila Bend motel where the cast and crew was staying. The previous night, he had accosted Miles when she returned late from a birthday party for star Burt Reynolds; the actor had whisked Miles away to his own room for safety. The official cause of death was suicide by an overdose of sleeping pills, but a deep gash on the back of the young man's head prompted a coroner's inquest the following month. Although by then production had moved to Utah, both Reynolds and Miles were called back to testify. The verdict was suicide, but the story had made newspaper headlines from coast to coast and created a media circus around the production.

Filming was further delayed near the end of the shoot when Reynolds suffered complications from an abdominal hernia he had incurred during a fight sequence with Jack Warden (the two actors having insisted upon doing their own stunts). Production was shut down for a week while Reynolds returned to Los Angeles for medical treatment. All the while, the studio was still insisting that the film open in June.

In spite of the difficulties faced by the actors and filmmakers, The Man Who Loved Cat Dancing boasts gorgeous widescreen location photography, an interesting feminist spin on traditional western formulas — with Miles' strong-willed Catherine Crocker an engaging screen presence throughout — and strong support from virtually the entire cast; in particular, the film proved once and for all that Burt Reynolds was capable of handling a straight dramatic role as well as a lightweight comic one.

The Man Who Loved
Cat Dancing

The Film | The Music
Audio | Video | Sheet Music
References | Links
The Music

Music: John Williams
Music editor: William Saracino
Music recorded: June 14 and 15, 1973

The film's post-production phase would not be immune from trouble either. Composer Michel Legrand had been hired to score the film by its original director, Brian Hutton. Legrand wrote his music in Paris and returned to Hollywood the first week of June to record the score. It quickly became apparent to the director and the studio that the composer's vision for the film did not match their own. Director Richard Sarafian, in consultation with studio executives Jim Aubrey and Daniel Melnick, met with Legrand to inform him that they felt they needed a different type of score for the film, so he was being let go. The same day they interviewed several composers (including Miklós Rózsa) and hired John Williams, who spotted the film the next day. Williams, in an amazing feat, wrote nearly 40 minutes of music for the film in less than a week.

John Williams had previously scored three westerns: The Rare Breed, a 1966 Jimmy Stewart film; the 1966 remake of The Plainsman, originally intended as a TV movie; and 1972's The Cowboys, a John Wayne film directed by Mark Rydell that helped put Williams on the map. The composer would score one more western after Cat Dancing, the quirky 1976 Marlon Brando-Jack Nicholson vehicle The Missouri Breaks. These scores range from the traditional approach of The Rare Breed, to the endlessly melodic, larger-than-life music for The Cowboys, to the unique Missouri Breaks score, written for a chamber ensemble of folk instruments, electric bass and keyboards.

For The Man Who Loved Cat Dancing, the composer employed a medium-sized orchestra (42 musicians at its largest) that mixed harmonica, banjo and guitars with strings, keyboards, percussion and a handful of winds: flutes, clarinet, trumpet and horns. The musical approach blended contemporary popular elements with traditional American gestures and all-purpose suspense scoring.

While one might expect a sparsely spotted, monothematic approach considering the severe time constraints under which the music was composed, Williams supplied three full-fledged themes, along with several recurring motives and some memorable stand-alone set pieces. The principal melody is a love theme for Jay and Catherine

that is utilized throughout the score. Williams also provided two contrasting themes: one loosely associated with Jay Grobart (introduced after the love theme in main title and used for the end credits) and another for Catherine.

The love theme became the verse of a song, "Dream Away," for which John Williams added a chorus and singer-songwriter Paul Williams provided the lyrics. (Williams and Williams — no relation — would also collaborate the same year on two songs for Mark Rydell's Cinderella Liberty.) Although "Dream Away" was not heard in the film, it was recorded a short time later both by Paul Williams and by none other than Frank Sinatra, where in each case it was billed as being "from the MGM film The Man Who Loved Cat Dancing".

Cat Dancing
Williams' main title (over a montage of images of western and Native American paraphernalia) opens with a pianola figure that will reappear occasionally throughout the score. The love theme is introduced in E major by guitar, with pianola interjections. Harmonica then states the Grobart theme (in G major), joined by woodwinds and a horn counterpoint for the "B" section; the "A" section is repeated in B major, then the pace slows for a brief reprise of the love theme by the strings. The pianola riff returns and fades out as the film cuts to Catherine Crocker riding alone across desert.

The Telegraph Pole
In this unused cue, high, spare strings and woodwinds evoke the barren desert as Catherine happens upon Billy Bowan, who is high atop a telegraph pole bent on sabotage. Catherine's theme is introduced, tentatively, in G major by harmonica with accompaniment from guitars, and playful interjections by banjo and pizzicato strings. When Catherine asks if the train will stop at their location, Billy (having planted explosives to blow apart the track) drolly assures her that it will, prompting a formal V-I ending from pizzicato lower strings. 

Follow That Horse
When Grobart jumps from the moving train, he lands with a cymbal crash, spurring a frenetic scherzo as the thieves make their getaway. Spying Catherine, Grobart orders Bowan to fetch her horse — which he does, but with Catherine still on it. The music is Williams in full Reivers-style Americana mode: solo trumpet, xylophone and banjo mixed with open-string violins. The tempo subsides slightly at the conclusion, giving way to a more lyrical trumpet solo as Bowan and Catherine ride off toward the others.

I'm Running Away Too
When the thieves stop for water at previously arranged location, Catherine confesses to Grobart that she was running away from her husband. Solo clarinet hesitantly introduces the love theme, but ominous horns and strings intervene as Grobart scuttles the remaining water supply to foil the posse that is sure to follow. Woodwinds again take up the love theme briefly as the film cuts back to the scene of the crime, the music ending on an unresolved chord.

Mud In Your Eye
At a second stop for supplies, Jay wipes mud on Catherine's face to prevent her skin from burning in the blazing sun. Quasi-improvisatory solo guitar and harmonica hint at Catherine's theme; Williams recorded slightly more music than is head in the film.

When the thieves break for a meal, Catherine bribes Dawes to help her escape that night, but Grobart is wise to her plan. Catherine's theme is heard on harmonica as they continue their journey. A solo trumpet over tremolo strings (foreshadowing Williams' writing in scores such as Born on the Fourth of July) intervenes when the scene changes to Harvey Lapchance inspecting the remnants of the thieves' watering hole. Willard Crocker asks him about the chances of Catherine still being alive (and undamaged by her captors), accompanied by low flutes and dark string chords, with interjections from celesta.

Bound Up
After Catherine makes an unsuccessful escape attempt, Jay binds her wrists and ankles with a rope, attaching the other end to his belt. The two bed down for the night to the accompaniment of a magical harp solo and hesitant statements of the love theme on solo clarinet, backed by guitar. Flute, accompanied by playful pizzicato strings, quietly states Grobart's theme as he and Catherine engage in some comic business with their shared blanket.

Williams originally wrote an entirely different cue for this scene, one that was much more energetic: a full A-B-A presentation of Jay's theme by harmonica with up-tempo accompaniment from guitars, strings, pianola, electric bass and percussion. The composer recorded this version at the first scoring session on June 14 and by the next day had written the revised version heard in the film.

(Later that night, Jay and Charlie discuss Cat Dancing; music from "Little John" — see below — is tracked into the scene.)

Billy's Fall
While stopping for fresh horses at the ranch of one of Jay's army buddies, Bowan picks a fight with Dawes, who beats the younger man to a pulp. Suffering severe internal injuries, Billy is barely able to ride his horse. The next day, as they are ascending an incline, Billy falls from his saddle, accompanied by a sinister horn line. A morose string passage follows as Dawes suggests that Billy is too injured to travel and that they should abandon him. Solo trumpet enters as Jay and Catherine help Billy to his horse. Catherine's theme, on harmonica backed by guitars, lightens the mood as the group continues their journey and finds an abandoned cabin in which to spend the night.

Boys Will Be
That night, while Catherine attends to the injured Billy, Charlie and Dawes keep watch outside when Jay departs on an unspoken mission. Catherine hears noises and peers outside to see four Indian braves, armed with rifles, in the camp. Unused in the finished film, Williams' disturbing music for this scene features high string sustains, low-end piano figures, frenetic percussion and stabbing chord changes that accelerate to the conclusion of the cue, when one of the Indians pushes Charlie to the ground.

The Aftermath
The Indians kill Charlie and Billy (while Dawes escapes) and are preparing to rape Catherine when Grobart returns and kills the attackers in a brief but exciting fight sequence. Grobart consoles Catherine and they fall asleep in each other's arms. The next morning, spare, austere string music greets them as they wake, betraying Catherine's fragile emotional state at having witnessed six deaths, as well as Grobart's quiet anger at having lost his friend Charlie. A flute hints at the love theme over morose accompaniment from harp and strings. Overblown flute and percussion suggest Native American music as Jay builds a funeral platform for Charlie. (In the film, the first 30 seconds of this cue are tracked into the end of the preceding scene as Jay consoles Catherine; the cue then begins again, synchronized as intended by the composer.)

After bathing in a stream, Catherine braids her hair. The love theme is reprised quietly on solo clarinet, then flute, as Jay and Catherine share an awkward moment. The tempo increases as Jay's theme returns while they continue their journey; the lonely trumpet motive is heard as the two make their way through a canyon. A harmonica quotes the opening of the love theme as Catherine makes their camp for the night.

Just Whistle
Jay warns Catherine not to call him aloud when she needs him, for fear of their being overheard, and instructs her to whistle instead. After several tries she manages a respectable attempt and is pleased with herself, although Jay is not amused. A solo guitar states the opening bars of the love theme, followed by a warm string chord and harp arpeggio, as the scene concludes.

Deserted Hotel
The next morning, accompanied by the love theme, Jay and Catherine continue their journey toward South Pass, a mining town where Grobart intends to leave Catherine; a clarinet solo intrudes as they pause to watch birds flying south for the winter. (In the finished film, part of this cue is then repeated, as they discover South pass to be deserted.)

What's Your First Name?
Catherine, upset because she thinks Jay was displeased with her attempts at cooking stew, leaves the room. Jay follows her outside as warm strings lead to a statement of the love theme by solo trumpet — an instrument heretofore used primarily to indicate the emotional isolation of male characters such as Grobart and Lapchance — implying that Jay has now fallen in love with Catherine. Guitar picks up the love theme as the two embrace and Grobart asks Mrs. Crocker to remind him of her first name; they retire to a room in the deserted hotel. The key modulates upward, indicating the passage of time, and harmonica picks up the theme, drawing the cue to a warm conclusion as the two lie in each other's arms. (In the finished film, the first 10 seconds of this cue were not used, while other potions were looped and repeated, extending it to nearly twice its original length.)

Dawes and Catherine
While Jay is sleeping in the next building, Coleman Dawes surprises Catherine and forces her to succumb to his advances; she does not call out for fear that Dawes will ambush Jay and kill him. Williams' cue begins after Dawes slaps Catherine, layering dissonances in a shrill crescendo until he grabs her with both hands; quiet, disturbing string music accompanies the aftermath, with ominous low horns entering when Dawes grabs his gun and sets out to find Grobart. (This cue was not used in the finished film; in its place, a portion of "The Aftermath" was tracked in.)

Jay and Catherine
After an unscored fight sequence, in which Grobart kills Dawes, Jay and Catherine continue on horseback. This cue, only part of which was used in the film, opens with a melancholy string passage as Catherine explains why she did not call out when Dawes attacked her. The love theme reappears as traveling music, mixed with the solo trumpet motive; it evaporates in an ascending flute line as Jay and Catherine hide to avoid detection by the posse. (This is the point at which the cue is dialed into the film.) Timpani accompanies Lapchance's group (as it will through the rest of the film) with strings and solo horn commenting when Catherine spies Willard among the posse. Grobart urges her to return to her husband, but Catherine refuses. Expansive string writing (foreshadowing Williams' Smallville music from Superman) greets scenes of astounding beauty as Jay and Catherine continue their journey. An ominous string pedal announces the discovery of a Shoshone warning symbol; here the music is dialed out in the film, but Williams' cue continues with low flutes evoking Native American music.

The Mask
In this brief unused cue, the posse's timpani music returns as they pass by the same Shoshone warning sign.

Little John
At the Shoshone camp, Grobart meets with Chief Washakie (Jay Silverheels) to request custody of his children. When they are brought to the tent, Williams establishes a mystical atmosphere with celesta, vibraphone and alto flute. Soon, harp and strings (with violins sustaining high notes while violas provide a melodic contour) join the hypnotic accompaniment as Grobart speaks to his son, Little John, known as Dream Speaker among the Shoshone. (In the film, the final 30 seconds are not used.)

I Love You, Jay
Later, after the startling revelation that it was Grobart who killed Cat Dancing (believing her an unfaithful wife), Catherine and Jay sit quietly in the teepee that Washakie has provided for them. Williams presents the love theme tentatively on solo flute, as Catherine quietly informs Jay that she loves him.

To Camp
Timpani and snare drum reappear as the posse approaches the Shoshone encampment.

The Cave
Having fled the Shoshone camp before the arrival of the posse, Grobart makes his way into the mountains; when his horse comes up lame in the deep snow drifts, he takes refuge in a nearby cave. High, sustained strings over a non-melodic guitar solo evoke his isolation and unease.

In the Snow
Abandoning her husband once again, Catherine follows Dream Speaker into the mountains in search of Jay. A horn solo announces the beginning of their journey, while harp glissandos suggest the crystalline landscape. After a quiet statement of the love theme by solo guitar, low horn notes hint at the dangers ahead.

Together Again
In this unused cue (a portion of "Little John" was tracked in its place), harp evokes uncertainty when Catherine spies someone moving in the woods. An impassioned string statement underscores the revelation that it is Jay, then a hopeful trumpet solo is heard as the two move toward one another. The cue blossoms harmonically for their happy embrace.

Jay's Fall
Catherine and Jay spend the night in the cave; the next morning Jay emerges, only to be shot by a waiting Willard Crocker. In the final unused cue of the score, wild string glissandos accompany Jay as he tumbles down an embankment, and Catherine as she rushes to his side.

End Title
After Catherine shoots Willard, Lapchance approaches Jay and Catherine. Mournful strings give way to a minor-key variant of the love theme as Jay attempts to stand. Horns pick up the melody, at a faster pace and in a major key, as Jay regains his strength and Lapchance indicates that he will leave them in peace. The cue blossoms to a full orchestral statement of the love theme as the two lovers embrace and the camera pulls away.

End Cast
A brief reprise of the Grobart theme plays for the end credit crawl.

Reprise 2155-2
Purchasing options:

FSMCD Vol. 5 No. 4

For nearly three decades the song "Dream Away" was the only available recorded music associated with the film.  Paul Williams, who wrote the lyrics, recorded it on his album Here Comes Inspiration (A&M SP-3606) in an arrangement prepared and conducted by John Williams; this album was briefly reissued on CD in Japan (Polygram M32811) but is now out of print.  This recording of the song was recently included on a Paul Williams compilation CD, Evergreens — The Very Best of the A&M Years (Hip-O B000363202 — purchase).

Frank Sinatra recorded the song, in an arrangement by Don Costa, on his "comeback" album Ol' Blue Eyes is Back (Reprise 2155); this has been reissued on CD (Reprise 2155-2 — purchase) and is also available as part of The Complete Reprise Studio Recordings 20-CD box set (Warner Bros. 47045 — purchase).

The song was also recorded by Hawaiian actor/singer Al Harrington (best known for playing Detective Ben Kokua on Hawaii Five-O) on his album This is My Land (Maui HR-1001), arranged and conducted by Don Costa.

In April  of 2002 Film Score Monthly released a CD (FSMCD Vol. 5 No. 4) featuring all of Williams' score, along with alternate and unused cues, as well as Michel Legrand's unused score. Limited to a pressing of 3000 copies, the CD is available through their Web site and specialty soundtrack retailers.

Purchasing options:

The Man Who Loved Cat Dancing has been released in pan-and-scan format on VHS by MGM/UA Home Video (MV600263 — purchase). A beautiful letterboxed version (slightly edited for content) is broadcast from time to time on the Turner Classic Movies.

Sheet Music

A piano/vocal version of the song "Dream Away" was published in The Paul Williams Songbook in 1978 by Almo Music. This anthology is long out of print.

The Man Who Loved
Cat Dancing

The Film | The Music
Audio | Video | Sheet Music
References | Links

The Man Who Loved Cat Dancing, Marilyn Durham
New York: Harcourt Brace Jovanovich, 1972

"The Thrust of Perry: Putting Across the Woman's View on Film," Estelle Changas
Los Angeles Times, January 30 1972, CAL:1+

"Actress Opposes Order on Inquest"
New York Times, March 4 1973, I, 53

"Two Movie Stars Tell Arizona Inquest Of the Night Business Manager Died," Martin Waldron
New York Times, March 15 1973, I, 26:1

"Panel Says Drugs Killed Film Aide," Martin Waldron
New York Times, March 23 1973, I, 34:3

"Inquiry on Death of Film Aide Ends," Martin Waldron
New York Times, March 24 1973, I, 41:5

"Movie Review: Dancing a Slightly Off-Trail Western," Charles Champlin
Los Angeles Times, June 27 1973, IV:11

"Won't Ask MGM To Re-do Cat Credit, So Solo For Eleanor Perry Stands"
Variety, June 27 1973, 23:4+

"Film Reviews: The Man Who Loved Cat Dancing," A.D. Murphy
Variety, June 27 1973, 34:2

"Review: The Man Who Loved Cat Dancing," Vincent Canby
New York Times, June 29 1973, 17:1

"Screenwriter Eleanor Perry's Consciousness-Lifting Crusade," Eve Sharbutt
Los Angeles Times, June 30 1973, II:6

"The Woman Who Hated Cat Dancing," Judy Klemesrud
New York Times, July 29 1973, II, 1:1+

"Movie Mailbag: Cat's Got Their Tongues," Martin Poll, Steve Shagan
New York Times, September 23 1973, II, 9:2+

The Films of Burt Reynolds, Nancy Streebeck
Secaucus, NJ: Citadel Press, 1982

My Life, Burt Reynolds
New York: Hyperion, 1994

Serves Me Right, Sarah Miles
London: Macmillan, 1994

The Man Who Loved
Cat Dancing

The Film | The Music
Audio | Video | Sheet Music
References | Links

Internet Movie Database entry for The Man Who Loved Cat Dancing

Turner Classic Movies Database entry for The Man Who Loved Cat Dancing

Cinebooks Database entry for The Man Who Loved Cat Dancing

All Movie Guide entry for The Man Who Loved Cat Dancing

Information about The Man Who Loved Cat Dancing from the official Burt Reynolds web site

Information about author Marilyn Durham

Page last modified
June 05, 2006
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