You Can’t Take It with You tackles heavy subjects that are contentious to this day but does so with great humor, wit, and style. It’s based on a Pulitzer Prize–winning play that was still delighting audiences on Broadway when this screen adaptation was released in cinemas. It also marks the first pairing of director Frank Capra with favorite leading man James Stewart, who, along with Lionel Barrymore, was on loan to Columbia from MGM. Capra won his third Best Director Oscar for this film, and he did it in record time (1934-1938) while guiding his second effort to the top award during that same five years.

Similar to other hit theatrical comedies of the era, this one has a large ensemble cast and was written by the successful team of Kaufman and Hart, but Capra and Robert Riskin, who penned the Oscar-winning screenplay for It Happened One Night, expanded the plot, adding new scenes as well as characters not found in the original play.

James Stewart and Edward Arnold as a wealthy father and son.

Big-bucks banker Anthony P. Kirby and his congenial son Tony are played by Edward Arnold and James Stewart. They have the most challenging roles in the film. Neither character is particularly likable, but in capable hands, humane qualities emerge in this heartless mogul and his privileged heir apparent. Unlike Arnold, it’s critical that Stewart wins us over from the start, or viewer indifference sets in, killing the picture before the ten-minute mark. This nifty trick isn’t achieved with dialogue so much as with an odd, throwaway gesture, like when Tony playfully teases an office boy as his equal or the way he pitches woo with his stenographer Alice Sycamore (Jean Arthur) that we begin to understand just how far this apple has fallen from the tree.

Daddy, on the other hand, is a “top one-percenter” obsessed with material gain. Kirby measures success by beating down others in his path at the finance game. He sets the plot in motion when he contacts a real-estate agent named John Blakely, played with an amusingly exaggerated eye twitch by Clarence Wilson. Blakely informs Kirby they have all the properties purchased in a 12-block radius for his new factory, with the exception of a single holdout—the private residence of the Sycamores, an eccentric family led by maternal grandfather Martin Vanderhof (Barrymore). Kirby vows to do whatever is necessary to get that property.

Lionel Barrymore as Grandpa and Donald Meek as Mr. Poppins.

Before we leave the twitchy Blakely’s real-estate establishment, we encounter Grandpa Vanderhof. He’s on crutches and explains that he slid down a banister with one of his granddaughters at home. In truth, Lionel Barrymore was suffering from debilitating arthritis and wound up in a wheelchair for the remainder of his career and life. His affliction is incorporated in an endearing way, reinforcing the character’s childlike qualities. Grandpa chats with Mr. Poppins (Donald Meek in a role created for the film). The accountant confesses to Grandpa that he’d rather be working on inventions than adding up numbers all day long. After seeing his latest effort—a whimsical, windup bunny that pops out of a cabbage head—Grandpa invites this would-be toymaker to come to his home. They have a workshop in the basement, you see, and do whatever they like every day. Poppins declines, but when he is scolded by Blakely for disrupting the workplace, the liberated accountant quits on the spot and leaves with Grandpa.

We are then taken to the Sycamore home where much of the action takes place. One by one, we meet the fascinating and often hilarious members of the family, which extend beyond blood relatives. This is a free-spirited commune in the most idyllic sense, a group that supports, loves, and encourages each other’s dreams without reservation or judgment. First, there’s Penny (the delightful Spring Byington in an Oscar-nominated performance). She’s Grandpa’s daughter, married to Paul Sycamore (Samuel S. Hinds from It’s a Wonderful Life). Penny sits at her typewriter in the living room, working on her latest play with no affinity for writing, but she decided to try it when the typewriter was delivered by mistake one day. One of their two daughters, Essie (Ann Miller), pirouettes around the room whenever the mood strikes. She hasn’t much talent (Ann Miller dancing badly?), but that doesn’t stop her from aspiring to be a ballerina. She also makes candies. Her husband Ed (Dub Taylor in his screen debut) is a former football player who accompanies his young wife on the xylophone whenever she erupts into a whirling frenzy. Ed is a printer who’ll print any phrase that’s catchy, and he assists Essie in delivering her candies. Then there’s the maid Rheba (Lillian Yarbo) and her boyfriend Donald (Eddie “Rochester” Anderson). He keeps Rheba company in the kitchen while helping out around the house, and it’s refreshing to see people of color in a mainstream film from that era treated more like family than conventional servants of the day.

Just an average evening at home with Mr. DePinna (Halliwell Hobbes), Penny (Spring Byington), Ed (Dub Taylor), Essie (Ann Miller), and Kolenkhov (Mischa Auer).

Before long, Grandpa shows up with Poppins, who is alarmed at first by the freewheeling nature of the tenants but soon fits right in, heading downstairs to the workshop with Paul and Mr. DePinna (Halliwell Hobbes), a man who came to this house eight years ago to deliver the ice and never left. They’re fast at work, making the loudest, most explosive fireworks possible.

James Stewart and Jean Arthur have great chemistry as the lovebirds. They’re products of opposing upbringings yet drift toward a common ground. Each is a “Marilyn Munster”—a bit of normal that doesn’t quite fit in with their respective clans. Tony embraces the more progressive ideals and acceptance of Alice’s family, and Alice appreciates the stability and traditional foundation she sees in the Kirbys, even if she doesn’t have a clue how bad they really are.

Things come to a head when the Kirbys are invited to the Sycamores for dinner. Tony shows up with his parents decked out in all their finery—but on the wrong night. His ambush is intentional, so they can see his prospective posse of adored in-laws just as they are, but his well-intentioned scheme backfires. Penny is in the middle of painting Mr. DePinna, who is posing in a toga like a Greek discus-thrower. Essie whirls in a tutu while her teacher Kolenkhov (Mischa Auer) shows little interest, and a pet crow named Jim (get it?) flaps its wings at the chaos—yet another example of the Sycamores bucking intolerable conventions of the day.

Penny dismisses the awkward timing with a giggle and sends Donald to the corner deli to pick up a half-dozen bottles of beer and some canned salmon. There are a lot of built-in silent pauses for audience laughter, with several priceless on-screen reactions from an amused Mr. Kirby in particular. But once he is body-slammed to the floor in an impromptu wrestling move by Kolenkhov, the Kirbys decide they’ve had enough. That’s when the detectives burst in to arrest everyone as anarchists. It seems Essie’s husband Ed has been distributing printed slogans with her candies—things like “Watch for the revolution!” and “The red flag will sweep the country!”—and when the police discover enough gunpowder in the basement to blow up the whole town, everyone, including the Kirby family, is hauled away in a shower of fireworks.

Kirby (Edward Arnold) and Grandpa (Lionel Barrymore) in the county jail.

The scene that follows in the county jail was added for this film, and it’s one of the best. Director Capra and screenwriter Riskin really shine. The “haves and have-nots,” the big fish and little guys, are locked up together in a cell, going toe to toe. Grandpa offers Kirby a harmonica but eventually loses his temper with this self-important money-grabber. After Grandpa calms down and apologizes, Kirby confesses he fell in love with a waitress once, but his father “knocked it out of him.” Grandpa says he used to be just like Kirby. They have more in common than we realize.

The whole lot of them end up in night court, presided over by a perceptive judge (Harry Davenport) who dismisses the more serious charges of anarchy and instead fines the Sycamores for disturbing the peace and making illegal fireworks. Grandpa’s friends pass a hat and collect the money while reporters observe this heartfelt gesture and begin to write their stories. When asked why the renowned businessman Anthony P. Kirby paid them a visit, Grandpa covers for him, explaining that Kirby wanted to buy his house. The Kirbys agree with the phony alibi, but Alice has had enough of their “get out of jail free” cards. She blurts out that her fiancé Tony brought his parents over to meet the family, but their engagement is officially off now. She declares that she could never be related to a bunch of snobs like the Kirbys. The reporters subsequently have a field day cranking out headlines like “Cinderella Spurns Prince Charming.”

All of this is too much for Grandpa, who decides to sell the house after all. Kirby, meanwhile, is confronted in the office by Ramsey, his chief competitor and adversary in business (played with great pathos by H.B. Warner). After telling Kirby off, Ramsey, who is now destroyed financially, suffers a heart attack and dies soon after. Kirby offers his son the company presidency, but Tony quits instead, wanting no further part of this gilded empire.

The final scene plays out in the Sycamores’ empty living room while neighbors help them finish packing their belongings. Kirby, who escapes from his own board meeting and his own life, shows up on Grandpa’s doorstep. The two men sit on stools, alone in the empty room. They take out their harmonicas and begin to play “Polly Wolly Doodle.” It’s a perfect moment that brings both families together, not with dialogue but with music.

You Can’t Take It with You says a lot about human nature and our insurmountable differences in a thoroughly entertaining way. It uses humor as the “spoonful of sugar” to help the medicinal message go down, and it doesn’t lessen the impact one bit. Comedies are rare wins for Best Picture, and Frank Capra managed to do it twice, with this film and It Happened One Night. Both are worthy of the award, and both hold up surprisingly well to this day.

You Can’t Take It with You