Because he insists upon playing only what pleases him, jazz musician John "Ghost" Wakefield and his dedicated combo exist only on the outer fringes of the successful musical world. One day he meets and falls in love with Jess Polanski, a timid and uncertain vocalist, and takes her away from her fast-talking agent, Benny Flowers. Following a minor success at a recording session, Ghost, Jess, and the combo celebrate at their favorite hangout, Nick's poolhall. The party turns into a drunken free-for- all when the vindictive Benny instigates a fight between Ghost and a musician-hating bully named Tommy. Overcome by fear, Ghost is unable to fight back, a humiliation that causes him to reject Jess and his friends. His downfall is complete when he becomes the gigolo of an aging "countess" and ends up playing rank jazz for listless audiences. Only when Benny denounces him as a complete phony is Ghost able to attempt a new beginning. He seeks out Jess, now a drifter and a prostitute, and prevents her from committing suicide. Together they find the members of Ghost's combo; as Jess starts humming their old blues numbers, the antagonisms melt and the combo begins once more to play their kind of music. (Musical numbers include: "Sax Raises Its Ugly Head, " "Look Inward Angel," "The Rim Shot Heard 'Round the World," "Benny Splits While Jimmy Rowles," and "Move Over.")

Director:
John Cassavetes	Director
Arthur Jacobson	Assistant Director
Cast:
Bobby Darin	as John "Ghost" Wakefield
Stella Stevens	as Jess Polanski
Cliff Carnell	as Charlie
Seymour Cassel	as Red
Bill Stafford	as Shelly
Richard Chambers	as Pete
Nick Dennis	as Nick
Rupert Crosse	as Baby Jackson
Everett Chambers	as Benny Flowers
Vincent Edwards	as Tommy
Alan Hopkins	as Skipper
Val Avery	as Frielobe
James Joyce	as Reno
Marilyn Clark	as The Countess
Allyson Ames	as Billie Gray
June Wilkinson	as Girl at bar
Cinematography:
Lionel Lindon	Cinematographer
Writer:
Richard Carr	Screenwriter
John Cassavetes	Screenwriter
Producer:
John Cassavetes	Producer
Editing:
Frank Bracht	Film Editor
Music:
David Raksin	Music
Shelly Manne	Played by
Red Mitchell	Played by
Benny Carter	Played by
Uan Rasey	Played by
Jimmy Rowles	Played by
Art Director:
Tambi Larsen	Unit art dir
Costume-Wardrobe:
Edith Head	Costumes
Sound:
Gene Merritt	Sound
John Wilkinson	Sound
Film Production - Main:
William Mull	Unit Production Manager
Jud Taylor	Dial dir

Released in United States Fall November 1961

Released in United States November 1961

Shown at Anthology Film Archives (John Cassavetes Retrospective) in New York City May 17, 1990.

Shown at United States Film Festival in Park City, Utah (Tribute to John Cassavetes) January 22 & 24, 1989.

b&w

This marked Cassavetes' first studio-financed picture.

Re-released in Paris June 5, 1991.

Released in United States Fall November 1961

Released in United States November 1961

"Sax Raises Its Ugly Head, " "Look Inward Angel," "The Rim Shot Heard 'Round the World," "Benny Splits While Jimmy Rowles" and "Move Over," composers undetermined.