Mind If I Make Love To You: Grace Kelly in High Society


A remake of The Philadelphia Story (1940) starring Katherine Hepburn, Cary Grant, James Stewart and Ruth Hussey, High Society (1956) was Grace Kelly’s final film before she became Princess Grace of Monaco. Awarded the role after Elizabeth Taylor was unable to commit to the project, Grace plays the role that Katherine Hepburn originated onscreen: the ultra disciplined and refined, Tracy Samantha Lord.

At the time of filming, Grace was twenty six years old, while her two romantic interests in the film, Frank Sinatra and Bing Crosby were forty and fifty three years old. In this film, Grace’s image as the cool, cultured blonde, which she cultivated in her films with Hitchcock, seems to really solidify. But as with Mogambo, Grace shows that despite her cool facade, she is really a woman who wants to be loved and cared for. As she says to her husband to be in the film, “But I don’t want to be worshipped. I want to be loved.”


The film would be nominated for two Academy Awards, that of Best Original Song for “True Love” by Cole Porter, which would go on to sell a million units and earn Crosby and Grace platinum records; and Best Original Score. Unlike its successor, High Society is set in Rhode Island, which was a purposeful choice due to the Newport, Rhode Island jazz festival that had been established two years before. This, of course, fits in perfectly with the film, as it is a musical re-imagining of The Philadelphia Story, and the two male leads were both famous crooners. Although Grace plays the main character, she sings only one song, which is not a solo, but a duet with Bing Crosby. She also shouts out “Sensational!” during the house party scene. And that’s a fitting description of her in this film.


The Many Loves of the Fine Miss Frigidaire

The film begins with Louis Armstrong (playing himself), along with his band, singing High Society Calpyso, which offers a kind of summary of the events to come in the film. They are travelling to C.K. Dexter Haven’s (played by Bing Crosby) house in Newport, Rhode Island. Dexter is having them stay at his house as he is one of the organisers and sponsors of the Newport Jazz Festival.

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His ex-wife, Tracy Samantha Lord (played by Grace Kelly), is to be married to the dull and uptight George Kittredge (played by John Lund), an employee of her father’s company, much to the displeasure of her interfering pre-pubescant younger sister, Caroline (played by Lydia Reed).

When Louis’ band starts playing the song that Dexter wrote for Tracy when they were married, she marches over to his house, and demands to know what he is doing back in Newport, and if he is trying to sabotage her wedding. Dexter tells her he still loves her, and she leaves in a huff.

George arrives and assures Tracy that he isn’t threatened by Dexter, telling Tracy that he doesn’t respect Dexter and therefore could never feel inferior to him. Caroline laments to Dexter that Tracy is marrying a bore like George, and he sings Little One to her. Despite being young enough to be his child, Caroline is so besotted with Dexter that she tells him that she considers them “engaged”, before shyly running off.

Uncle Willie (played by Louis Calhern) phones to tell Tracy’s mother (played by Margalo Gillmore) that unless reporters from Spy magazine are allowed to cover the wedding, they will publish an exposé about Tracy’s father, Seth Lord’s dalliance with a ballet dancer. Mrs Lord reluctantly agrees, as she knows how furious Tracy will be at such a prospect.

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No, No, Spy. It rhymes with lie.

Tracy is initially delighted at the prospect of her father’s public ruin and refuses to bow to her mother’s request, but agrees when her mother emotionally blackmails her. However, she formulates a plan to shock the reports when they arrive.

Said reporters, Liz Imbrie (played by Celeste Holm) and Macaulay “Mike” Connor (played by Frank Sinatra), arrive at the Lord residence, and are unimpressed by the lavish surroundings.

Tracy and Caroline pretend to be affected elitists, much to Liz and Mike’s horror and confusion.

Things become complicated when Dexter arrives, and Liz asks if she can take a photo of Tracy with her ex and future husband. When Uncle Willie arrives, Tracy asks him to pretend to be her father. Tracy then ruins Liz’s camera and film, but she has a spare. Events are further complicated when the real Seth Lord appears, and Tracy makes him pretend to be her Uncle Willie.

Liz and Mike take photos of and notes about Tracy’s large collection of pretentious wedding gifts, and sing Who Wants To Be A Millionaire? One of the gifts’ function remains a mystery.

Dexter gives a replica of the “True Love”, the boat they sailed on their honeymoon, and tells her that he wishes that she had more of a capacity to understand people’s frailty. Tracy remembers their honeymoon aboard the “True Love” and how contented they were.

George doesn’t approve of the gift, and goes on to speak of Tracy as if she were a deity rather than his future wife, which upsets her. Tracy and her father then exchange verbal barbs, with her father unapologetic about his adultery. He calls Tracy unfeeling, and she starts to drink due to compounded feelings over what her father and ex husband said to her.

Tracy drives Mike to her Uncle Willie’s house, highlighting how most of the mansions in Newport have been abandoned or sold due to the exorbitant cost of maintaining the houses. Mike tells Tracy that she has a chip on her shoulder, and that she needs to stop attacking him.

They have a drink together at Uncle Willie’s bar, which is hidden behind a bookcase in his study, and Mike tells her she’s beautiful and interesting, before singing You’re Sensational. Tracy is flustered by this and hurries off after she and Mike almost kiss.

Whilst getting ready for Tracy’s bachelorette party, Dexter sings I Love You Samantha, which Tracy listens to longingly whilst sitting on her window-seat.

At the party, Liz warns Mike against making a play for Tracy,  before it is revealed that Seth and Willie were pretending to be one another. Seth tells them that he is planning to sue Spy magazine, which Mike supports, as he and Liz were unaware of the circumstances of their assignment.

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Dexter and Louis perform Now You Has Jazz to promote the jazz festival.

Tracy has become very drunk, much to George’s irritation, which is increased when she and Dexter dance before kissing on the veranda. George warns Dexter against trying to interfere with the wedding, before making Tracy lie down because she’s “tired”.

Mike goes into Uncle Willie’s study to have another drink, where he finds Dexter reading. Mike tells Dexter that he should never have let Tracy go, especially because Dexter still loves her. They then sing the very fitting Well Did You Evah! 

Tracy climbs out of the window, and she and Mike dance next to the swimming pool, unaware that George is look for her. Mike sings Mind If I Make Love To You to a very receptive Tracy. They finally kiss and Tracy is so overcome that she jumps in the pool, with Mike diving in after her.

Dexter takes Liz back to the Lord house, and ascertains that she is in love with Mike, but that Mike doesn’t realise this. Liz tells Dexter that she is willing to wait for Mike all the same. Tracy and Mike emerge from the grounds wearing robes, with Mike carrying Tracy bridal style. George is furious and shocked, and tries to punch Mike, but Dexter gets to him first. Mike passes out before he can explain what happened between he and Tracy.

Mike, Tracy and Willie all have splitting headaches and intense hangovers the next day. Tracy cannot remember what happened the previous night. She finally remembers after some “nudging” from Dexter, and is highly disturbed by her own behaviour. Dexter tries to comfort her.

Much to Tracy’s delight, Liz and Mike tell her that they won’t be covering the wedding and are resigning from Spy magazine. George then accuses Tracy of improper behaviour before Mike explains what he and Tracy shared doesn’t even qualify as an affair. Tracy calls off the wedding after George is unwilling to accept her imperfections, causing him to storm off.

Tracy plans to tell the guests that the wedding will not take place, but Dexter persuades her that this is an opportunity for them to be remarried “properly”, as they eloped two years before. Mike asks Liz if she wants to be him, and she happily accepts.

The film ends with Louis and his band playing a jazz version of the wedding march, and him happily proclaiming, “End of story!”

Grace Kelly’s performance in High Society is one of my favourites of her career. While she is beloved by most for more serious performances in her Hitchcock films, as Tracy Lord she is given the opportunity to be witty. Her comedic timing is perfect, especially in the scene where she and Bing Crosby are dancing, and he whisks her out on to the veranda, with her response being “Oh! It got dark all of a sudden!” She has many laugh out loud moments in this film, but she is never clownish (as if she ever could be).

While Katherine Hepburn will always be the original Tracy Lord, Grace shows that she is very much up to the task of sharing the mantle with Katherine. She is entirely believable in the role of a woman who is not only being pursued by three men, but also as someone disenchanted with her life and trying to maintain a facade of perfection. As I mentioned in my post about her performance in Mogambo, Grace was seen as the perfect, cool and cultivated blonde of Hollywood, and in High Society she once again seems to give the audience some insight into the difficulties of maintaining such an image. Tracy Lord is a character who holds herself to impossible standards, and by the end of the film she must admit that she needs to let her facade crack somewhat. Although the scenes in which she is “put in her place” by her adulterous father are rather hard to swallow, as well as her eventual apology to him at the end of the film, which he accepts as if it is due to him after his cold attitude towards her.

While Grace has amazing chemistry with all three of her male co-stars, she is at her best with Frank Sinatra. She and Bing Crosby may be the main couple of the film, but Grace and Frank light up the screen when they are together. This is especially true when he sings Mind If I Make Love To You, which is my favourite scene of the film ( I’m sure the title of this post didn’t give that away), and You’re Sensational to her. While I don’t dislike she and Bing together, her chemistry with Frank eclipses her scenes with Bing, who unfortunately looks a little bit too old to be her romantic interest and in competition with a much younger Frank Sinatra. But Grace compensates for this by sparkling in every scene she is in, and not making her transition from initially showing hostility to her character’s ex husband to remarrying him by the end of the film seem forced or uneven in terms of her performance.

Grace also looks her most beautiful in this film, as she is dressed in gorgeous costumes and her “look” had solidified by this point. It is both upsetting and gratifying that this was her last performance, because it would have been incredible to see what Grace’s next step was in terms of her career. I would have loved to have seen in her in Marnie, as well as how her movie choices and roles may have changed as she went into the 1960s. But her turn as Tracy Lord is truly wonderful, and she was able to show a different side of her acting capabilities in this film.

Inside the exclusive circle of High Society

Bing Crosby was reportedly rather aloof during filming, due to thinking himself a more refined singer than Frank Sinatra. This has been disputed by TCM, who maintain that the two men got on well during filming.

Grace became Princess of Monaco three months after the film’s release. The engagement ring which is seen in one part of the film was her actual engagement ring from Prince Ranier, which was a 10.5-carat diamond, emerald-cut and flanked by two baguettes.

The duet performed by Sinatra and Crosby was a last minute edition when it was realised that they did not have a song to sing together. The lines “Don’t dig that kind of crooning chum” and “You must be one of the newer fellows” is a reference to their prospective career trajectories, with Crosby’s career having been established before Sinatra’s.


The soundtrack (which is one of my favourites from a musical) written by Cole Porter, was a major success in America and in the United Kingdom, and the song Who Wants to Be A Millionaire? inspired the name for the gameshow of the same name.

High Society was also Louis Calhern’s last film, as he died shortly after the film’s release whilst filming The Teahouse of the August Moon in Japan.

Much of the film was shot on location at and around Claredon Court in Newport, Rhode Island, which was later bought by Claus and Sunny Bulow. The story of Claus and Sunny Bulow was later adapted into the film Reversal of Fortune starring Jeremy Irons and Glenn Close.

Frank Sinatra was reportedly very drawn to Grace whilst filming, but did not attempt to enter into an affair with her due to not wanting to appear foolish in front of Crosby, who had previously had a relationship with their leading lady.



This is my second entry in The 4th Wonderful Grace Kelly Blogathon hosted by The Wonderful World of Cinema and The Flapper Dame. Please check out their blogs for more details and to read everyone’s contributions.




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11 thoughts on “Mind If I Make Love To You: Grace Kelly in High Society”

  1. I know some don’t like HS but I do!!! Like you mentioned the soundtrack is amazing!! I think we can love both films- TPS and HS!! I also would have loved to see Grace play Marnie – maybe then it would have been a great classic Hitchcock instead of one that divides fans? Grace was so lucky she got to keep her costumes from this movie- they all are gorgeous!!! and Side note- I’ve always read that tidbit about Frank wanting to have an affair with Grace and find it interesting but how would Ava have felt about that??? Great article and glad your wrote 2 for this blogathon!!!

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    1. I agree! The Philadelphia Story is perfection, but High Society is wonderful in its own right! It would have been very interesting indeed, because as you say, Grace was pretty much tailor made for that role. I don’t think Ava would’ve been very pleased by the prospect, especially because she and Grace had become friendly on the set of Mogambo. The fact that remained married to him for quite a few years boggles my mind. Thank you! I’m so glad I could participate!


  2. I totally agree with your opinion of Kelly’s performance of Tracy Lord. She makes the role her own. However, The Philadelphia Story will always outrank High Society as my favorite. Hepburn and Grant have always been my favorite actors since I watched my first classic film Bringing Up Baby. Plus, The Philadelphia Story fills the other roles with such amazing character actors and James Stewart of course. And I’m not at all a fan of Bing Crosby.

    Liked by 1 person

  3. Thanks so much for this brilliant second contribution to the blogathon! I love High Society so much! It’s such a fun film and the cast is marvelous. Grace finally had the chance to prove her sense of fun a bit like it was the case (finally) for Ingrid Bergman in Cactus Flower. And I love the soundrack, I think Now You Has Jazz is one of the best thing that ever happened in film music history.

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  4. Great write up! The film has its weak points, but it is just so much fun that I can overlook them. Grace shines in this and the music and costumes are fabulous.

    Liked by 1 person

  5. Dare I say it? I like High Society more than Philadelphia Story (I await your angry replies, classic film fans). I like the humor and the spunk of it. The photography is just beautiful and the music is bouncy. It’s fluff, but it’s colorful fluff. Of course, Louis Armstrong makes everything better. Still, I wasn’t too big on Sinatra’s character, funnily enough! His character was just a little too milquetoast in the love triangle (square?). No, Grace can’t really compare to Katharine Hepburn’s haughtiness, but I can still believe her as an upper-class stiff.

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