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Angels with Dirty Faces (1938)

As one of two actors who came to define the gangster movie at Warner Bros. in the 1930s, James Cagney had enough of his employers’ typecasting. Telling Warners that he would not sign a new contract or accept gangster film leading roles unless they gave him a significant pay raise, Cagney – a song-and-dance vaudeville man at heart – left WB for Grand National Pictures in 1936. For their marquee star, Grand National splashed the cash for the musical Something to Sing About (1937), directed by Victor Schertzinger. But Grand National, as a “Poverty Row” studio, could not give the film the wide theatrical distribution it needed to recoup its costs. The financial failure of Something to Sing About meant that the fledgling studio would not last much longer, and this spelled trouble for the next movie Cagney wanted to star in.

From a story of the same name by Rowland Brown and directed by Michael Curtiz, Angels with Dirty Faces was a gangster picture that Cagney truly wanted to make – citing the emotional and moral complexity of the scenario and for his character. Grand National was supposed to be this film’s distributor, but their impending 1939 bankruptcy made that impossible. So Cagney turned to Burbank, to Warner Bros. A few years without a James Cagney vehicle hurt WB, now willing to provide Cagney the financial terms he desired and the funding needed to complete Angels with Dirty Faces. What follows is one of the greatest gangster films ever made, with an acerbic moral edge throughout that earlier WB gangster movies only bothered to include in their final minutes.

Somewhere in an unnamed eastern city in the United States, Rocky Sullivan (Cagney; Frankie Burke as the child version) and Jerry Connolly (Pat O’Brien; William Tracy as the child version) attempt to steal some fountain pens in order to sell them for pure profit. When found by the police, Jerry escapes, but Rocky does not. Rocky spends the next fifteen or so years in and out of prison – how fortunate he is that his state does not seem to have a three-strikes law. When Rocky and Jerry reunite in the mid/late 1930s, Jerry is now Catholic friar looking after some of the delinquent boys in the neighborhood. Rocky, unsure what to do next after his latest stint in prison, is asked by Jerry to mentor several boys (the Dead End Kids – Billy Halop, Bobby Jordan, Leo Gorcey, Gabriel Doll, Huntz Hall, and Bernard Punsly) in order to keep them away from trouble.

What the boys, Jerry, Rocky’s landlady and love interest Laury Martin (Ann Sheridan) do not yet know is of Rocky’s criminal dealing with his lawyer/co-conspirator, Jim Frazier (Humphrey Bogart). The money behind that deal is what drives Angels with Dirty Faces to its bloody conclusion.

Earlier in the 1930s, Warner Bros. often found itself at loggerheads with religious groups and moral puritans who decried American cinema as immoral, celebratory of sinful behavior. And to some extent, those critics were right. Before the Hays Code’s strict implementation in 1934, pre-Code gangster films like Little Caesar (1931), The Public Enemy (1931), and Scarface (1932) shocked audiences with their violence, while also raising concerns that these films glamorized the rise of small-time hoodlums. One wonders if the folks enforcing the code at Joseph Breen’s office (Breen was the administrator tasked with enforcing the Code) were dozing off that day, because the violence in Angels with Dirty Faces rivals and, at times, surpasses the early ‘30s gangster movies. For example, the Breen office took a hard line against gangsters visibly gunning down police officers. In Angels with Dirty Faces, multiple police officers die by Rocky’s hands in this film’s climax.

The primary difference between Angels with Dirty Faces and its genre predecessors is its moral framing. From the moment adult Jerry and Rocky reunite, Angels with Dirty Faces asks moral questions of its protagonists – of adult responsibility, role models, how past violence begets violence, and legacy. In Warners’ pre-Code gangster efforts, such questions would often be decorative, or something to think about once the gangster meets their end in the final minutes of the film. For Angels with Dirty Faces, its street- and life-smart screenplay by John Wexley (1939’s Confessions of a Nazi Spy, The Roaring Twenties) and Warren Duff (1939’s Each Dawn I Die, producer on 1947’s Out of the Past), these questions define the film. Not to say either approach is better than the other (both modes, when smartly cast and made, have plenty to offer), but Angels with Dirty Faces’ framing works wonderfully for its own narrative and thematic purposes.

Angels with Dirty Faces contains James Cagney’s best performance at that point in his career. His working partnership director Michael Curtiz – perhaps Warners’ best director of actors in this time period – guides his performance, as Curtiz constructs an incredible foundation for his lead actor. Cagney's signature performances in Yankee Doodle Dandy (1942) and White Heat (1949) – the former a musical, the latter a film noir/gangster movie – were to come. Through the 1930s, Cagney’s non-musical roles to this point had largely consisted of sneering psychopaths who relish violence, forcefully compensating for their stature (Cagney stood five feet, five inches), and have no qualms in abusing their supposed friends and loved ones. Cagney certainly had a point about his typecasting to the front office at Warner Bros. His role here, as Rocky, is of a man who knows that what he is doing is wrong. Rocky’s respect – perhaps brotherly love – for Jerry holds his worst impulses and thoughts in check. Not because of the white collar Jerry now wears, but because Jerry was Rocky’s truest and only friend.

Cagney’s countenance changes any time he and Pat O’Brien are alone on-screen. His body relaxes, his voice more at ease – even in moments of disagreement or mutual peril. Otherwise, Cagney acts like a man who is on the run, but is trying his best not to tip others off. When face-to-face with Bogart’s Jim Frazier, the police, and strangers, his head lowers, voice hardens, and his eyes (when he knows no one is intently watching him) dart from side-to-side. One of the best examples of Cagney’s acting in a tense scene occurs about halfway in, while he is walking with Ann Sheridan’s Laury towards home. If the viewer looks closely at Cagney’s face before the action begins, Cagney knows that something is amiss as they approach their stoop (Cagney’s acting signals something is wrong a precious few seconds before the editing does so). The subsequent actions – a premature goodbye, a brisk walk to a nearby drugstore, and fooling one of his hunters while in the drugstore – gain a momentum made possible through Cagney’s physical acting. His gait, eye acting, and facial expressions convey the seriousness of the moment, as well as a man studying his surroundings to execute his survival plan and to allow the audience to better understand the geometry of the scene before the camerawork and editing allow us to see it.

Many viewers who have written on Angels with Dirty Faces say Cagney’s fantastic performance overshadows everyone else. Pat O’Brien and Cagney’s friendship on-screen is a testament to their acting partnership and friendship off it. Including Angels with Dirty Faces, O’Brien and Cagney starred in their sixth joint appearance in a movie over the last four years. The concern in O’Brien’s voice – whether towards the boys of the neighborhood or Cagney – is infused with both religious and secular righteousness, with a knowledge that parables and saintly stories will not appeals to these hearts and minds. And yet, he inhabits a believable amiability in quieter moments, speaking to others as equals in times where there is no need to preach.

Collectively, the Dead End Kids (the group’s name came from their appearance in the 1935 Broadway play, Dead End) provide some of the best child acting of the 1930s. From the boyish joshing, roughhousing (the basketball scene in the tattered gym is hilarious – all those technical fouls probably would have resulted in a double forfeit at the professional and collegiate level), and genuine brotherhood, the Dead End Kids were well suited to what the script asked of them. Their early careers were to play troubled teenagers crossing the wrong side of the law, all while maintaining the faintest embers of innocence and a noticeable humanity.

Angels with Dirty Faces is, at its core, a tale of friendship and legacy. Rocky and Jerry’s evolving friendship embodies the former; Rocky and the teenagers’ relationship the latter. The relationship between Cagney’s Rocky and the teens is where Angels with Dirty Faces derives its most compelling moments. As if presaging revisionist Westerns of the 1950s and onward, the dramatic tension seen between Rocky, Jerry, and the children offers questions about legacy. What do we leave behind in the hearts of others? Who or what does idolization of a person serve? When does idolizing an individual or an idea helpful or harmful? What do young people inherit in their role models (including when that role model is no longer around)?

Amid the impressively-staged violent set pieces (the scenes including the final gunfight to its conclusion made this production finish behind schedule) and crime syndicate machinations, it is in the smaller, personal moments that Angels with Dirty Faces finds its greatest drama. Cagney, O’Brien, the Dead End Kids, and even Ann Sheridan (she gives an affable if uncomplicated performance, one in a year just before Warner Bros. started offering her more interesting parts) pose these questions through their performances.

This was the second collaboration between Curtiz and cinematographer Sol Polito (1938’s The Adventures of Robin Hood) of eleven (1939’s Dodge City and 1940’s The Sea Hawk to come). Polito’s camera is unusually mobile for a late 1930s film. Whether dollying or panning on the x-axis, the camera mirrors Rocky’s restlessness and fidgety nature. The bravura opening tracking shot of the enormous set of the poverty-stricken neighborhood is stunning work – introducing to the audience to this desperate place and its people without a single word, laying out the canvas to which hurrahs and heartbreak will take place, side-by-side. And there are even hints of the film noir movement to come, with some shots clearly inspired by German Expressionism (see: the long shadows of the execution scene) and a moment in which a tear gas canister’s emissions contribute to a sense of danger and dread. Curtiz and Polito almost certainly knew that – whether in color or in black-and-white – their partnership elevated whatever film they worked on. That The Adventures of Robin Hood and Angels with Dirty Faces represented their first two collaborations is a head-spinning development, for two movies so unalike tonally and visually.

Angels with Dirty Faces’ arguments and its questions are products not only of the ultraviolence of the pre-Code gangster film, but the enforced moralism of the Code itself. Cagney’s self-imposed hold on gangster film castings bore fruit here. Never glamorizing the vicious rise of its central protagonist, Angels with Dirty Faces is one of the first American gangster films to uncover its genre’s soul – reverberating with a conscience recognizable to Great Depression audiences knowing more than their fair share of deprivation and desperation.

To this day, for audiences that are able to see it*, the final scenes of Angels with Dirty Faces – with Jerry asking Rocky a favor – generates debate. Pat O’Brien’s pastor does not necessarily ask Rocky for an acknowledgement that he has sinned. But he wants Rocky to do something for the boys, for the men they will become. There remains vast disagreement among viewers whether Rocky’s final actions are those of someone who understands the importance of Jerry’s request or whether his final actions are instead borne out of genuine fear (and are the two mutually exclusive?). That debate alone earns that scene – made ambiguous by Curtiz and Polito’s long shadows and its grisly implications – and this movie its ticket to Hollywood folklore.

My rating: 10/10

^ Based on my personal imdb rating. Angels with Dirty Faces is the one hundred and seventy-second feature-length or short film I have rated a ten on imdb . My interpretation of that ratings system can be found in the “Ratings system” page on my blog. Half-points are always rounded down.

* Angels with Dirty Faces is available on physical home media. But, as of publication (May 31, 2026), it appears to be engulfed in some undefined rights issue – confirmed by individuals at Turner Classic Movies (TCM) and a source at the Frida Cinema in Santa Ana, California (where I saw the film) – that prevent it from being shown on television or streaming.

For more of my reviews tagged “My Movie Odyssey”, check out the tag of the same name on my blog.