Prissy, stingy Larry Wilson (William Powell) bores everyone aboard ship on his way back to the United States from a business trip. When Ryan, a fellow passenger, falls overboard, Larry is accidentally knocked overboard trying to save him. Hit on the head, he comes to as George Carey, a smooth con man whose last memory is of a train ride nine years before, when someone stole the money he was taking to bet on a fight. He has no recollection of his life as Larry, in a small town called Habersville. When he finds “Larry’s” bank book with a substantial balance, he and Ryan decide to visit Habersville to get as much of it as they can.

At the dock, they are met by Larry’s wife, Kay (Myrna Loy). Carey is smitten with her, but she has come to get him to agree to a divorce. They go back to Habersville together, where Carey and Ryan plan an elaborate swindle, with the help of Carey’s former partner, Duke. Constantly confronted with people and questions he cannot remember, Carey manages to fake his way through, even on a hilarious hike with a Scout-like troop of boys. Kay begins to warm to him, and, when she finds out the truth from Ryan, she remains loyal. Carey tries to call off the swindle, and when that does not work, resolves everything with his last con job, happily looking forward to staying in Habersville with Kay.

Powell and Loy appeared in more films together than any screen couple since the silents, and this delightful romantic comedy is one of their best films. Carey’s horror as he finds out more and more about his life as “Larry” is balanced by Powell with smooth maneuvering to keep everyone from finding out that he can’t remember anything about his life in Habersville. Loy is, as always, “the perfect wife,” witty, wise and loyal — she sees the essence of the truth and is adorably charmed by it.

Amnesia of this kind occurs only in the movies (and in soap operas). Even though it makes no sense medically, it does make sense dramatically. When Carey was hit on the head in a robbery nine years before, he became Larry, the boring businessman. It had to be because, at some level, a part of him wanted a “respectable life.” At the end, he is neither Carey nor Larry, but a synthesis of both, ready to stay in Habersville with Kay and live happily ever after. Kay’s motives are also justified. She married a bore like Larry because, as she says, she saw something exciting behind his eyes. She was the only one who glimpsed Carey inside of the stiff and proper Larry. And she also sees Carey at his best. When she says he is noble and honest, she turns out to be right.

Questions for Kids:

· What does Carey do to convince everyone that he is Larry, and that he remembers his life in Habersville?

· When is he closest to being found out, and how does he handle it?

· How does he con Duke into letting him out of the swindle?

· What do you think will happen after Duke leaves with the money?

· Will Carey be at all like Larry in the future? How?

Connections: As in “The Music Man,” this is a story about a con man who comes to a small town and is redeemed by love. Another movie with a funny scene involving a counterfeit Scout leader is “It’s a Wonderful World,” with Jimmy Stewart and Claudette Colbert, and also directed by W.S. Van Dyke. A romantic drama about amnesia is “Random Harvest,” in which Greer Garson marries Ronald Coleman, who has forgotten his past, and loses him when he remembers it.

Any of the Powell and Loy movies are a pleasure to watch, especially “The Thin Man” series and “Libeled Lady.” Harkspur, Jr. is played by Carl “Alfalfa” Switzer of “Our Gang.”