IMDb > Once Upon a Time (1944)

Once Upon a Time (1944) More at IMDbPro »

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Once Upon a Time -- This heartwarming fantasy stars Cary Grant, a failed Broadway producer who, upon learning of the existence of a dancing caterpillar owned by youngster Ted Donaldson, acquires the miraculous insect inorder to exploit its commercial worth. When Disney offers him $100,000 for it, he knows he's onto something big.


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Down 1% in popularity this week. See why on IMDbPro.
Lewis Meltzer (screenplay) &
Oscar Saul (screenplay) ...
View company contact information for Once Upon a Time on IMDbPro.
Release Date:
29 June 1944 (USA) See more »
A cash-strapped theater producer promotes a nine-year-old boy's dancing caterpillar. Full summary » | Add synopsis »
Plot Keywords:
User Reviews:
Great movie for kids. See more (25 total) »


  (in credits order) (complete, awaiting verification)

Cary Grant ... Jerry Flynn

Janet Blair ... Jeannie Thompson

James Gleason ... McGillicuddy aka The Moke
Ted Donaldson ... Arthur 'Pinky' Thompson

William Demarest ... Brandt
rest of cast listed alphabetically:
Eddie Acuff ... Shipyard Worker (scenes deleted)

Kirk Alyn ... Attendant (scenes deleted)
Lionel Braham ... Weightlifter (scenes deleted)
George Bruggeman ... Trapeze Artist (scenes deleted)
Leonard Carey ... English Bobby (scenes deleted)

Lane Chandler ... Doorman (scenes deleted)
Bill Chaney ... Call Boy (scenes deleted)
Charles Coleman ... English Bobby (scenes deleted)
Jeff Donnell ... Girl from Brooklyn (scenes deleted)
George Eldredge ... Man (scenes deleted)
Clyde Fillmore ... FBI Agent (scenes deleted)
Harrison Greene ... Businessman (scenes deleted)

Frank Hagney ... Assistant Cyclist (scenes deleted)

Eddie Hall ... Bike Rider (scenes deleted)
Esther Howard ... Clerk (scenes deleted)
John Kelly ... Truckman (scenes deleted)
Phyllis Kennedy ... Telephone Operator (scenes deleted)
Tom Kennedy ... Truckman (scenes deleted)
Lawrence Lathrop ... Call Boy (scenes deleted)
Jung Lim ... Chinese Man (scenes deleted)
Norval Mitchell ... Masseur (scenes deleted)
Walter Pietila ... Trapeze Artist (scenes deleted)
Cyril Ring ... Man (scenes deleted)

Ray Teal ... Shipyard Worker (scenes deleted)
George Tyne ... Jitterbug Dancer (scenes deleted)
Charles Waldron ... Preacher (scenes deleted)
Ruth Warren ... Fatso's Mother (scenes deleted)
Robert Williams ... Stage Manager (scenes deleted)
William Yip ... Chinese Man (scenes deleted)

John Abbott ... Reporter (uncredited)

Iris Adrian ... Theatregoer (uncredited)

Murray Alper ... Soldier Leaving Theatre (uncredited)
George Anderson ... Businessman (uncredited)

Henry Armetta ... Barber (uncredited)
Charles Arnt ... Fred Stacy - Reporter (uncredited)
Nelroy Ashley ... Businesswoman (uncredited)
Vi Athens ... Chorus Girl (uncredited)
William Austin ... Assistant Hotel Manager (uncredited)
Art Baker ... Gabriel Heatter (uncredited)
Don Barclay ... Photographer (uncredited)
Charles Bates ... Boy (uncredited)

Billy Bevan ... Patrol Cop-Driver (uncredited)

Lloyd Bridges ... Aviator Captain (uncredited)
Tom Brown ... Boy (uncredited)

Lucile Browne ... Miss Flemming (uncredited)
Eddie Bruce ... Hotel Desk Clerk (uncredited)
Gary Bruce ... TSgt. Conway (uncredited)
Maurice Cass ... Man at Bar (uncredited)
Jack Chefe ... Newspaperman (uncredited)
Cliff Clark ... Radio Car Cop (uncredited)
Sandra Coles ... Telephone Operator (uncredited)
Pedro de Cordoba ... Prof. Van Dorn - Lepidopterist (uncredited)
Mary Currier ... McKenzie's Secretary (uncredited)
George Davis ... Room Service Waiter (uncredited)

Vernon Dent ... Mayor's Aide (uncredited)

John Dilson ... Businessman (uncredited)
Pauline Drake ... Telephone Operator (uncredited)
Tom Dugan ... Callahan - Police Announcer (uncredited)
Fern Emmett ... Scholarly-Type Woman (uncredited)
Walter Fenner ... Walt Disney (uncredited)
Mary Field ... Taxi Girl (uncredited)
James Flavin ... Skeptic on Subway (uncredited)
Byron Foulger ... Theatregoer (uncredited)
Almeda Fowler ... Woman (uncredited)

Howard Freeman ... McKenzie (uncredited)
Edward Gargan ... Cop Outside Flynn Theatrer (uncredited)
Vaughan Glaser ... Professor Draper - Lepidopterist (uncredited)

Dick Gordon ... Perturbed Theatregoer (uncredited)
William Gould ... Brandt's Editor (uncredited)

Gary Gray ... Boy with Shoebox (uncredited)
Joseph J. Greene ... Rajah Pirate (uncredited)
Eula Guy ... Telephone Operator (uncredited)
Fred Howard ... Photographer (uncredited)
Thelma Joel ... Chorus Girl (uncredited)
Marilyn Johnson ... Chorus Girl (uncredited)
Erwin Kalser ... Scientist #3 (uncredited)
Nell Clark Keller ... Woman (uncredited)
Milton Kibbee ... Stage Manager (uncredited)
Eddie Laughton ... Inventory Man (uncredited)
Nolan Leary ... Elevator Operator (uncredited)
Jack Lee ... Reporter (uncredited)
Grace Lenard ... Telephone Operator (uncredited)
Anne Loos ... Sarah - Jerry's Secretary (uncredited)
Robert Lowell ... Lieutenant (uncredited)
Wilbur Mack ... Committee Man (uncredited)

Hugh Maguire ... Boy (uncredited)

Frank Mayo ... Harry - Reporter (uncredited)
Mickey McGuire ... Fatso (uncredited)

Frank McLure ... Guest (uncredited)
Alex Melesh ... Waiter (uncredited)
Sybil Merritt ... Chorus Girl (uncredited)
Torben Meyer ... Hotel Manager (uncredited)
June Millarde ... Chorus Girl (uncredited)
Ida Moore ... Gossipy Woman on Subway (uncredited)

George N. Neise ... Aviator Lieutenant (uncredited)

Barry Norton ... Man at Audition (uncredited)
Jack Norton ... Barber Shop Customer (uncredited)
Spec O'Donnell ... Theatre Usher (uncredited)
Garry Owen ... Man Spouting Poetry (uncredited)

Emory Parnell ... Radio Cart Cop (uncredited)

Barbara Pepper ... Taxi Girl (uncredited)
Bob Reeves ... Desk Cop (uncredited)
Ronald R. Rondell ... Gaucho (uncredited)
Christian Rub ... Mr. Snapps - Janitor (uncredited)

Cosmo Sardo ... Newspaperman (uncredited)

Syd Saylor ... Shipyard Worker (uncredited)
Jeffrey Sayre ... Newspaper Office Typist (uncredited)
Paul Stanton ... Dunhill (uncredited)
Alan Stone ... Radio Technician (uncredited)
Harry Strang ... Patrol Car Cop (uncredited)
Robert Tafur ... Gaucho (uncredited)

Harry Tenbrook ... Shipyard Worker (uncredited)

John Tyrrell ... Theatre Usher (uncredited)
Emmett Vogan ... Businessman (uncredited)

Pierre Watkin ... Radio Stage Manager (uncredited)
Billy Wayne ... Businessman (uncredited)
Cecil Weston ... Woman (uncredited)

Lewis Wilson ... Man (uncredited)
Eric Wilton ... Card Player (uncredited)
Isabel Withers ... Woman in Elevator (uncredited)

Ian Wolfe ... Joe - Reporter (uncredited)
Freeman Wood ... Man (uncredited)

Directed by
Alexander Hall 
Writing credits
Lewis Meltzer (screenplay) &
Oscar Saul (screenplay)

Irving Fineman (adaptation)

Norman Corwin (story) &
Lucille Fletcher (story) (as Lucille Fletcher Herrmann)

Produced by
Louis F. Edelman .... producer
Original Music by
Friedrich Hollaender  (as Frederick Hollander)
Cinematography by
Franz Planer (director of photography) (as Franz F. Planer)
Film Editing by
Gene Havlick 
Art Direction by
Lionel Banks 
Edward C. Jewell  (as Edward Jewell)
Set Decoration by
Robert Priestley 
Second Unit Director or Assistant Director
William Mull .... assistant director
Sound Department
Jack A. Goodrich .... sound engineer (uncredited)
Camera and Electrical Department
Ned Scott .... still photographer
Music Department
Morris Stoloff .... musical director (as M.W. Stoloff)
Jerome Moross .... orchestrator (uncredited)
Marlin Skiles .... composer: additional music (uncredited)

Production CompaniesDistributors

Additional Details

Also Known As:
"Alexander Hall's Once Upon a Time" - USA (complete title)
See more »
89 min
Aspect Ratio:
1.37 : 1 See more »
Sound Mix:
Mono | Mono (Western Electric Mirrophonic Recording)

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 »
Movie Connections:
Yes Sir, That's My BabySee more »


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14 out of 20 people found the following review useful.
Great movie for kids., 16 May 2001
Author: cruzer-2 from Santa Cruz, California

This movie is a perfect example of the innocence of children and the rude awakening to reality we all experience. Rather fanciful plot is a wonderful metaphor for life and love. Very heartwarming with a brilliant ending.

Was the above review useful to you?
See more (25 total) »

Message Boards

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


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