Even though MGM had a huge cast of stars and tremendous budgets, sometimes even this film giant had a flop during its glory days and one such flop clearly is MAN-PROOF. Now you can't blame the stars, as this film featured the great talents of Myrna Loy, Walter Pidgeon, Franchot Tone and Rosalind Russell. No, instead the blame rests with the producer for casting these actors in this turkey and for the writers for producing a third-rate script. How no one realized this before hand is beyond me.The biggest problem with the script is that it's hard to like or care about anyone. While this is practically an insurmountable problem in most films, it's made even worse because the selfish and nasty plot just doesn't work with Myrna Loy in particular, as she made a career out of playing nice people. To make matters worse, she was the most selfish and unlikable person in the entire film.Here's the plot: Although Myrna and Walter are dating and people expect them to marry, at the last minute he instead marries Rosalind. He apparently does this because Roz is rich and Myrna isn't! Well, Rosalind is no picnic, either, as she knows she's taking Myrna's fellow and to add insult to injury, she asks Myrna to be a bridesmaid!! So, following the wedding, Myrna makes it her personal mission to destroy the marriage and take Walter back--proving she's nasty AND stupid for wanting this rat after he dumped her! Franchot is the nicest and most likable of them--spending most of the movie drunk! What a motley group of jerks--not a single one who you can respect or like! Plus, the film just seems mean-spirited and hard to believe or stomach!! The bottom line is that this might just be the worst film any of these four appeared in during their long careers. Not well made, enjoyable or interesting in the least. Even Monogram Studios might have been ashamed to put their name on this production!

I should confess up front that Myrna Loy buys the first 6 points just for showing up. That said, I think this movie has been underrated. It's a bit uneven and has some weak moments - self conscious and over wrought, or at least over written. But all in all, there's a lot to like. Myrna Loy, for one. Wait. I said that already. There are two really interesting characters - Loy's and Pigeon's. Russell and Tone are fine, but one dimensional. Meg, Loy's mother, is quite good, if expected. And despite Tone's obvious love for Loy throughout, there's no compelling chemistry between them even at the end when they're supposed to be obviously in love. But the overall package is well worth it.

It starts out as a bubbly comedy and quickly sinks into "women's picture" banality, with Loy inexplicably pining over stolid Walter P., who is marrying Rosalind Russell (her la-di-dah accent is intolerable), while Franchot Tone is making drunken quips on the sidelines. The tone is all over the place, now breezy, now soap-opera, and poor Myrna Loy looks miserable throughout -- she must have known how negligible this script is. The characters' alliances shift scene by scene, without explanation, and the happy-ending fadeout wouldn't convince a five-year-old. The four leads are pros and almost always interesting to watch, but this one is so MGM-fake and dramatically underpowered that it plays like a prehistoric episode of "One Life to Live."

Okay, so maybe it's really uneven, but there are wonderful moments -- like Myrna Loy's drunk scene, and many of the scenes between Loy and Franchot Tone, especially the "Why didn't we name them Nip and Tuck?" scene in the car. The premise could be promising, but a lot of the dialogue is stilted and silly. However, Myrna insisting that they had oars all the time is great.