After seeing all the overstuffed musical biographies which pay homage to Kern, Rodgers, Hart, Gershwin, and the like, this one is a breath of fresh air as it is much simpler and more basic in its construction. Its two main leads (Fred Astaire and Red Skelton) do not take the material over-the-top; instead they underplay, and in Skelton's case, he is so subdued that he reveals a wonderful, sensitive, acting talent. The musical numbers, of course ("Who's Sorry Now?" "Nevertheless," "Sunny Tennessee," "I Wanna Be Loved By You," "Three Little Words"), speak for themselves. And Astaire and Vera-Ellen are perfection on the dance floor- and no less than *three* times: in the tuxedoed duet "Where Did You Get That Girl?"; a tongue-in-cheek homage to dance domesticity- "Mr. & Mrs. Hoofer;" and the best moment- a tender, romantic adagio in an elaborate stateroom, "Thinking of You." There is also fine support from gorgeous redhead Arlene Dahl and spirited brunette Gloria DeHaven. And, of course, there is Debbie Reynolds (a full year before 'Singing In The Rain') performing as Helen Kane- with singing voice provided by Kane herself!!