27 user 10 critic

Once Upon a Time (1944)

A cash-strapped theater producer promotes a nine-year-old boy's dancing caterpillar.



(screenplay), (screenplay) | 3 more credits »

Watch Now

From $2.99 (SD) on Amazon Video



Learn more

People who liked this also liked... 

Adventure | Comedy | Drama
    1 2 3 4 5 6 7 8 9 10 6.5/10 X  

In pre-WW2 Europe, a woman notices that wherever her husband goes, the Nazis seem to follow. Meanwhile, a charming reporter is following them...

Director: Leo McCarey
Stars: Ginger Rogers, Cary Grant, Walter Slezak
Crisis (1950)
Certificate: Passed Crime | Drama | Thriller
    1 2 3 4 5 6 7 8 9 10 6.7/10 X  

Husband and wife Americans Dr. Eugene and Mrs. Helen Ferguson - he a renowned neurosurgeon - are traveling through Latin America for a vacation. When they make the decision to return to New... See full summary »

Director: Richard Brooks
Stars: Cary Grant, José Ferrer, Paula Raymond
Comedy | Drama | Romance
    1 2 3 4 5 6 7 8 9 10 7.6/10 X  

An escaped prisoner and a stuffy law professor vie for the hand of a spirited schoolteacher.

Director: George Stevens
Stars: Cary Grant, Jean Arthur, Ronald Colman
Night and Day (1946)
Biography | Drama | Musical
    1 2 3 4 5 6 7 8 9 10 6.2/10 X  

The fictionalized biography of composer Cole Porter from his days at Yale in the 1910s through the height of his success to the 1940s. The film's attempted biography matches many public ... See full summary »

Director: Michael Curtiz
Stars: Cary Grant, Alexis Smith, Monty Woolley
In Name Only (1939)
Drama | Romance
    1 2 3 4 5 6 7 8 9 10 7.3/10 X  

While out riding in the country, wealthy New Yorker Alec Walker meets young widow Julie Eden, and a relationship quickly develops. However, Alec has not told her that he is already locked ... See full summary »

Director: John Cromwell
Stars: Cary Grant, Carole Lombard, Kay Francis
Mr. Lucky (1943)
Comedy | Romance
    1 2 3 4 5 6 7 8 9 10 7.2/10 X  

A gambler has plans to swindle money from a charity program, but starts to have second thoughts when he falls for a rich society girl.

Director: H.C. Potter
Stars: Cary Grant, Laraine Day, Charles Bickford
Romance | Musical | Comedy
    1 2 3 4 5 6 7 8 9 10 6.3/10 X  

Artist Jimmy Hudson (Cary Grant) is stuck in Mexico unable to pay his hotel bill. Meanwhile, Louise Fuller (Grace Moore) opera singer is stuck in the same town unable to return to the US ... See full summary »

Directors: Robert Riskin, Harry Lachman
Stars: Grace Moore, Cary Grant, Aline MacMahon
    1 2 3 4 5 6 7 8 9 10 7.2/10 X  

A fairly well-to-do family takes in 2 troubled orphans since no one else will take them.

Director: Norman Taurog
Stars: Cary Grant, Betsy Drake, Lurene Tuttle
    1 2 3 4 5 6 7 8 9 10 6.3/10 X  

Anabel Sims is determined to find the perfect husband. She thinks she's found her man in Madison Brown, a handsome pediatrician. She then prepares an elaborate scheme to trap him into marriage.

Director: Don Hartman
Stars: Cary Grant, Betsy Drake, Franchot Tone
Dream Wife (1953)
Comedy | Romance
    1 2 3 4 5 6 7 8 9 10 6/10 X  

Clemson Reade, a business tycoon with marriage on his mind, and Effie, a U.S. diplomat, are a modern couple. Unfortunately there seems to be too much business and not enough pleasure on the... See full summary »

Director: Sidney Sheldon
Stars: Cary Grant, Deborah Kerr, Walter Pidgeon
Comedy | Romance
    1 2 3 4 5 6 7 8 9 10 6.5/10 X  

When Charlie Mason is promoted from irresponsible reporter to hard-nosed city editor, it costs him his girlfriend, ace reporter Rusty Fleming. After he hears she's engaged to another, he quits and tries to win her back.

Director: Richard Wallace
Stars: Joan Bennett, Cary Grant, George Bancroft
Crossroads (1942)
Certificate: Passed Crime | Drama | Film-Noir
    1 2 3 4 5 6 7 8 9 10 6.7/10 X  

Diplomat is blackmailed for crimes he committed before he had amnesia.

Director: Jack Conway
Stars: William Powell, Hedy Lamarr, Claire Trevor


Complete credited cast:
Rest of cast listed alphabetically:
Shipyard Worker (scenes deleted)
Attendant (scenes deleted)
Lionel Braham ...
Weightlifter (scenes deleted)
George Bruggeman ...
Trapeze Artist (scenes deleted)
English Bobby (scenes deleted)
Doorman (scenes deleted)
Bill Chaney ...
Call Boy (scenes deleted)
Charles Coleman ...
English Bobby (scenes deleted)
Girl from Brooklyn (scenes deleted)
George Eldredge ...
Man (scenes deleted)


Smalltime crookster and showman Jerry Flynn is desperately searching for a new act to promote in order to save him from ruin. He meets a boy on the street who claims to have a dancing caterpillar called Curly. Flynn seizes the opportunity for fame and fortune at Curly's expense. Written by Col Needham <col@imdb.com>

Plot Summary | Add Synopsis


Comedy | Fantasy


See all certifications »




Release Date:

29 June 1944 (USA)  »

Also Known As:

Alexander Hall's Once Upon a Time  »

Company Credits

Show detailed on  »

Technical Specs


Sound Mix:

| (Western Electric Mirrophonic Recording)

Aspect Ratio:

1.37 : 1
See  »

Did You Know?


"The Screen Guild Theater" broadcast a 30 minute radio adaptation of the movie on February 4, 1945 with Ted Donaldson reprising his film role. See more »


Referenced in Stars of the Silver Screen: Rita Hayworth (2011) See more »


Yes Sir, That's My Baby
Music by Walter Donaldson
Lyrics by Gus Kahn
Played often throughout the film
See more »

Frequently Asked Questions

This FAQ is empty. Add the first question.

User Reviews

A dancing Caterpillar? --- Yeah, Right!
29 July 1999 | by (New Jersey, USA) – See all my reviews

First, let me tell you that I haven't seen this movie for over 30 years (but remember it well). I checked the TV listings (and online services) for years waiting for it. It must not be shown often in my area. I had described the movie to friends trying to confirm the story, the title, or at the very least someone else who remembered it. No luck...

Cary Grant, as a promoter(?), who partners with a kid who owns a caterpillar that dances, but dances only to the tune of 'Yes sir, that's my baby', and charms the country. Sounds pretty incredible, doesn't it? Most people would nod at me and back away slowly, so as not to excite me, mutter-ing something about LSD trip's of the 60's and flashbacks. Seems no one heard on anything remotely like what I was describing.

But, luckily, being resourceful and having access to the IMDb, I was able to find the title and plot summary. I also was able to procure a copy of my own from a Cary Grant fan I met online. My daughter and I watched it repeatedly. It's a wonderful story for grown-ups, and a fairy tale for kids. My daughter found more laughs than I did ( I think I grew up in the meantime), but I was charmed and amused too. It was BETTER than I remembered. The redemption of Jerry Flynn (Grant) is a joy to watch.

If ever a movie was "ripe" for a re-make, this is it! My daughter's only complaint was not getting to actually see "Curly" dance. With today's state of the art effects, a believable dancing caterpillar should be child's play (and a marketing boon). A re-make would surely make "Curly" the most famous caterpillar in all of Hollywood......

PS-- I forgive Walt Disney (a brief appearance) for his complicity in the "Curly" incident......

28 of 31 people found this review helpful.  Was this review helpful to you?

Message Boards

Recent Posts
a funny movie mattie0218
weird plot with some humorous moments jonjospink
Disney animation? markfour
Goof mumshie
been looking for something like this for a long time stitchfan82
Disney deal? tika313
Discuss Once Upon a Time (1944) on the IMDb message boards »

Contribute to This Page

Create a character page for: