Although Lily Powers, the beautiful young daughter of Nick Powers, a steel town speakeasy owner, struggles to protect herself from men, her father forces them on her. Finally Lily rebels and, on the advice of her friend, the local cobbler, decides to use men to get ahead. She leaves the steel town and takes her maid Chico with her to the city, where she takes a job in a bank. There she seduces men like Jimmy McCoy, his boss Brody, and eventually Ned Stevens, Brody's supervisor. Stevens sets Lily up in an apartment, although he is engaged to Ann Carter, the daughter of one of the bank's executives. Then Ann's father discovers Lily's charm and provides her with an even more elegant apartment. In a jealous rage, Stevens kills Carter, then himself, creating a scandal at the bank. Lily claims she is a victim of circumstance, convincing the bank to pay her enough money to go to Paris and make a fresh start. A well-respected socialite named Courtland Trenholm is subsequently appointed president, and after he is transferred to Paris, he too falls in love with Lily and marries her. Trenholm signs over his fortune to Lily, and when the bank is faced with bankruptcy, Lily refuses to help him. Convinced he is ruined, Trenholm decides to shoot himself, but Lily arrives in time to save his life and promise her devotion to him. After she uses her jewels to pay back the money he owes, Lily and Trenholm move to the steel town to start over together.

Director:
Alfred E. Green	Director
Fred Fox	Assistant Director
Cast:
Barbara Stanwyck	as Lily [Powers]
George Brent	as [Courtland] Trenholm
Donald Cook	as [Ned] Stevens
Alphonse Ethier	as [Adolf] Cragg
Henry Kolker	as [J. R.] Carter
Margaret Lindsay	as Ann Carter
Arthur Hohl	as Ed Sipple
John Wayne	as Jimmy McCoy
Robert Barrat	as Nick Powers
Douglas Dumbrille	as Brody
Theresa Harris	as Chico
James Murray	as Brakeman
Harry Gribbon	as Doorman
Arthur DeKuh	as Lutza
Nat Pendleton	as Stolvich
Edward Van Sloan	as Mr. Jameson
Charles Coleman	as Hodges, the butler
Grace Hayle	as Woman at travel desk in Paris
Charles Sellon	as Mr. Vandeleur
Cinematography:
James Van Trees	Photography
Writer:
Gene Markey	Screenwriter
Kathryn Scola	Screenwriter
Mark Canfield	Story
Editing:
Howard Bretherton	Editing
Music:
Leo F. Forbstein	Vitaphone Orch cond
Benny Davis	Composer
Harry Akst	Composer
W. C. Handy	Composer
Art Director:
Anton Grot	Art Director
Costume-Wardrobe:
Orry-Kelly	Gowns
Sound:
Oliver Garretson	Sound

According to Warner Bros. production records in the AMPAS Library file on the film, Baby Face was shot in eighteen days at a total cost of $187,000. MPAA/PCA records indicate that the film met with censorship problems shortly after its initial release. The Hays office recommended that the picture be pulled from the theaters for its violations of the production code. According to PCA files at AMPAS, there was extensive correspondence between officials of the AMPP and Warner Bros. executives Darryl Zanuck and Jack L. Warner regarding various changes which were intended to make the film more acceptable to censor boards across the country. The main thrust of the changes was to attach an ending which showed Lily losing everything she had gained and returning to her hometown in order that viewers would not be tempted to believe that vice was rewarded. Originally the character of the cobbler professed a Nietzchian philosophy which was unacceptable under the production code. The character was changed to become instead the moral voice of the film, and was used to indicate that the character of Lily had been wrong to advance in the by using her body. Also cut were the most blantant references to the fact that Lily was being kept by men. Film Daily notes that the film was rejected by the Virginia censor board. Although some reviews indicate that this film led to a rift between Zanuck and Warner Bros., resulting in his departure and eventually the formation of Twentieth Century Pictures, actually Zanuck quit over a labor despute. For additional information on Zanuck's departure from Warner Bros., consult the entry below for the The Bowery.

Shown in New York City (Film Forum) as part of program "The Joy of Pre-Code: Sex, Booze and Red Hot Jazz, 1930-1933" August 20 - September 14, 1999.

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