Goodbye, Mr. Chips

Goodbye, Mr. Chips Information

Goodbye, Mr. Chips is a 1969 American musical film directed by Herbert Ross. The screenplay by Terence Rattigan is based on James Hilton's 1934 novella of the same name, which was first adapted for the screen in 1939.


Terence Rattigan's screenplay is a major departure from the simple plot of Hilton's novella. The time frame of the original story was advanced by several decades, starting in the 1920s, continuing through World War II, and ending in the late 1960s.

While Arthur Chipping remains a stodgy teacher of Latin, disliked by his students at Brookfield, Katherine Bridges has been transformed into a music hall soubrette who first meets Chips in the dining room of the Savoy Hotel in London on the eve of his summer vacation. Dissatisfied with her career and depressed by her romantic entanglements, she sets sail on a Mediterranean cruise and is reunited with Chips by chance in Pompeii. Seeing in him a lonely soul similar to herself, she arranges an evening at the theater after they return to England, and the two find themselves drawn to each other. When Chips arrives at Brookfield for the autumn term, it is with his new wife on his arm, much to the shock of the faculty and delight of the students, who find Mrs. Chips' charm to be irresistible.

Although her close friend and confidante, Tallulah Bankhead"like actress Ursula Mossbank, helps Katherine thwart Lord Sutterwick's plan to deprive the school of a generous financial endowment because of the woman's background, her past eventually deprives Chips of being named headmaster, but the couple's devotion to each other overcomes all obstacles threatening their marriage. In the original film, Katherine died in childbirth, but the remake allows the couple to remain together for twenty years, until she is killed by a German V-1 flying bomb while entertaining the troops at a local army base. Too late for his wife to share in his happiness, Chips finally achieves his dream of becoming headmaster of Brookfield, and lives out his days at the school, beloved by his students and comforted by his happy memories.


  • Peter O'Toole as Arthur Chipping, MA (Oxon), Latin Master
  • Petula Clark as Katherine Bridges
  • Michael Redgrave as Brookfield Headmaster, MA (Oxon)
  • Siân Phillips as Ursula Mossbank
  • Michael Bryant as Max Staefel, MA (Oxon), German Master
  • George Baker as Lord Sutterwick
  • Alison Leggatt as Headmaster's Wife
  • Clinton Greyn as Bill Calbury
  • Michael Culver as Johnny Longbridge
  • Jack Hedley as William Baxter


As early as 1964, with Julie Andrews flush from the success of Mary Poppins, trade magazine advertisements announced she would star opposite Rex Harrison, with Vincente Minnelli listed as director, but nothing came of the project. A few years later, it was back on track with its share of pre-production problems, including several changes in the casting of the lead roles. First, Richard Burton and Samantha Eggar were signed, then Lee Remick was announced as Eggar's replacement. When she in turn was replaced by Petula Clark, Remick sued MGM for damages. Burton balked at playing opposite a "pop singer," and he was replaced by Peter O'Toole.

The film was the first-time directorial effort of choreographer Herbert Ross.

Much of the film was made on location. In Italy, scenes were shot in Campania, Capaccio, Naples, Paestum, Pompeii, and Positano. In London, 59 Strand-on-the-Green in Chiswick served as Katherine's home, and the Salisbury, a popular bar in the West End theatre district, was the setting for a scene in which Chips and Katherine shared a drink after a performance of Medea. Sherborne School in Dorset stood in for Brookfield, and scenes were filmed in the town of Sherborne.

Petula Clark's two musical production numbers were choreographed by director Ross' wife Nora Kaye. Ken Adam served as the film's art director, and Julie Harris was responsible for the costume design.

The song score (which replaced one originally composed by André and Dory Previn) is by Leslie Bricusse, and was critically panned at the time of the film's release. In the National Review, John Simon observed, "The music and lyrics by Leslie Bricusse conquer new depths of ineptitude, and having these nonsongs done mostly in voice-over as interior monologues adds pretentiousness to their basic awfulness," while Rex Reed opined that "to insinuate that Leslie Bricusse's plodding score is merely dreadful would be an act of charity."

Following the film's initial roadshow bookings, and before it headed into neighborhood theaters, most of the film's musical numbers were deleted, a questionable decision considering many of them were instrumental in explaining the characters' inner thoughts and emotions. They also were eliminated from initial television network broadcasts but have been reinstated for viewings on TCM. Intervening years have brought a new appreciation for it, as well as John Williams' underscore and orchestrations.

In Terence Rattigan's 1948 play The Browning Version, Mrs Crocker-Harris says "Goodbye, Mr Chips and all that". That play was also about a schoolteacher of classics who is disliked by his pupils and colleagues; the teacher, Andrew Crocker-Harris, is played by Michael Redgrave in the 1951 film version.

Critical reception

For the most part the reviews were lukewarm, although both O'Toole and Clark were universally praised for their performances and the obvious chemistry between them. According to Seventeen, "Rarely have a pair of players been so marvelously in tune with each other as Peter O'Toole and Petula Clark."

In his review in The New York Times, Vincent Canby said, "[Peter O'Toole] has never been better. Having been forced to abandon his usual mechanical flamboyance, he gives Chips an air of genuine, if seedy, grandeur that shines through dozens of make-up changes? Miss Clark is a fine rock singer with the quality of a somewhat tough Julie Andrews (which I like and is not to be confused with Miss Andrews's steely cool)? The film is the first directorial effort of Herbert Ross?the sort of director who depends heavily on the use of the zoom, the boom and the helicopter, which gives the movie the contradictory look of a mod-Victorian valentine?[he] has handled the musical sequences?more or less as soliloquies. O'Toole talks his with such charm that I almost suspected he was lip-syncing Rex Harrison's voice, and Miss Clark belts hers in good, modified Streisand style. All of which brings me"?unfortunately"?to the score by Leslie Bricusse. The 12 songs haven't been so much integrated into the book as folded into it. Like unbeaten egg whites in a soufflé, they do nothing for the cause of levitation."

Roger Ebert of the Chicago Sun-Times observed, "Goodbye, Mr. Chips uses its budget quietly, with good taste, and succeeds in being a big movie without being a gross one. I think I enjoyed it about as much as any road show since Funny Girl. And that surprised me, since so much of the critical reaction has been negative. Even at its worst, Chips is inoffensive in its sentimentality. At its best, it's the first film since The Two of Us that I genuinely feel deserves to be called heartwarming?the Hilton story was a best seller but hardly a work of art. By modernizing the action, Rattigan has made it possible for the movie to mirror changes in the English class structure during the two decades when it was most obviously becoming obsolete? As the schoolmaster and his wife, Peter O'Toole and Petula Clark are exactly right. O'Toole succeeds in creating a character that is aloof, chillingly correct, terribly reserved"?and charming all the same?Miss Clark carries most of the musical duties in the film, and carries them well?one of the best things about Chips is that Ross has concentrated on telling his story, and hasn't let the songs intrude. That's particularly lucky since Leslie Bricusse's music and lyrics are sublimely forgettable; there's not a really first-rate song in the show."

In Holiday magazine, Rex Reed enthused, "I think I'm in love with Petula Clark. If she had come along twenty years ago, a time the screen knew a mercurial presence when it saw one, she would have been a much bigger star than she ever has a chance of being now. The playing is superb. Peter O'Toole is a prim and angular Chips who wears a look of permanent insecurity; Miss Clark is a soft, sweet-smelling, dimpled doughnut with powdery cheeks and witty anxiety, like a new Jean Arthur. Together they are perfect counterparts? Goodbye, Mr. Chips is, I'm afraid, very square indeed, but thanks to an idyllic cast and a magnificent director, there is so much love and beauty in it that it made my heart stop with joy. I found it all quite irresistible."

Archer Winsten of the New York Post stated, "[It] has been produced in England in surroundings of inevitable authenticity and taste, with performers of extraordinary talent and range, and the results are here for all of us to share the sentimental warmth?that O'Toole performance is a gem, and Petula Clark knows exactly how to enhance its brilliance, and her own, most effectively."

In Life, Richard Schickel wrote "Petula Clark?is fresh and charming. Together with O'Toole she provides the firm, bright core for a film always in danger of becoming mushy. Nearly unaided, they make the old thing work"?and make it worthwhile."

A reviewer for the British Channel 4 feels "the main problem with turning the film into a musical is that the songs lack the emotion that the story really needs? That said, O'Toole is superb as Chips and Clark charming as the woman who dramatically changes his life."

Musical numbers

Music and lyrics by Leslie Bricusse
  • "Overture" (Orchestra, conducted by John Williams)
  • "Main Titles/Fill the World With Love" (Orchestra and Boys Chorus) (Brookfield school anthem)
  • "Where Did My Childhood Go?" (Peter O'Toole)
  • "London Is London" (Petula Clark)
  • "And the Sky Smiled" (Petula Clark)
  • "Apollo" (Petula Clark)
  • "When I Am Older" (Boys Chorus)
  • "Walk Through the World" (Petula Clark)
  • "Fill the World With Love" (Petula Clark, Boys Chorus)
  • "Entr'Acte/What Shall I Do With Today?" (Orchestra/Petula Clark)
  • "What a Lot of Flowers" (Peter O'Toole)
  • "What a Lot of Flowers (Reprise)" (Peter O'Toole)
  • "And the Sky Smiled (Reprise)" (Petula Clark)
  • "Schooldays" (Petula Clark and Boys)
  • "You and I" (Petula Clark)
  • "Fill the World With Love (Reprise)" (Peter O'Toole, Boys Chorus)
  • "Exit Music - You and I" (Orchestra)
  • "When I Was Younger" (Peter O'Toole) (Deleted from film but included on original soundtrack recording)
A limited-edition 3-CD set of the complete score, including alternate versions and discarded numbers, was released by the Film Score Monthly Silver Age Classics label in 2006. "You and I" remains a staple of Petula Clark's concert repertoire.

Awards and nominations

  • Academy Award for Best Actor (Peter O'Toole, nominee)
  • Academy Award for Best Score of a Musical Picture (Leslie Bricusse and John Williams, nominees)
  • Golden Globe Award for Best Actor " Motion Picture Musical or Comedy (Peter O'Toole, winner)
  • Golden Globe Award for Best Supporting Actress " Motion Picture (Siân Phillips, nominee)
  • Golden Globe Award for Best Original Score (Leslie Bricusse, nominee)
  • National Board of Review Award for Best Actor (Peter O'Toole, winner)
  • National Society of Film Critics Award for Best Supporting Actress (Siân Phillips, winner)
  • David di Donatello Award for Best Foreign Actor (Peter O'Toole, co-winner with Dustin Hoffman for Midnight Cowboy)
  • Giffoni Film Festival Golden Gryphon (Herbert Ross, winner)

DVD release

The film was released in anamorphic widescreen format on Region 1 DVD by Warner Home Video on January 29, 2009. It has audio tracks in English and Japanese and subtitles in English, French, Japanese, and Thai. The only bonus features are the trailers for the 1939 and 1969 films.

See also

  • Goodbye, Mr. Chips (1939 film)

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