San Francisco began as an idea from MGM writer Robert "Hoppy" Hopkins. Hopkins, according to screenwriter Anita Loos in her 1977 memoir Cast of Thousands, "was listed on the payroll as a writer, but it's doubtful that Hoppy ever put pen to paper. Irving [Thalberg] had hired him as a roving gagman, to wander from set to set, ad-libbing jokes wherever a scene might tend to bog down...Hoppy served as Court Jester to Irving and was the pet of the entire studio." Hoppy also had a knack for coming up with story ideas.

One real-life character that had always intrigued Hoppy was Wilson Mizner, a colorful entrepreneur who had been one of the kings of the Barbary Coast in turn-of-the-century San Francisco. As Anita Loos described Mizner in her 1974 memoir Kiss Hollywood Good-By, "James Barrie has written that charm is the bloom on a woman; if she has it she doesn't need anything more. In the same manner, bravado can be the bloom on a man. He doesn't need anything more. Well-back in the Gay Nineties Wilson Mizner was at the beginning of a career of superb bravado." Hoppy, a San Francisco native like Loos, had always admired Mizner. "Hoppy and I had been children there at a period when Wilson Mizner had held forth," said Loos. "I had been unaware of his existence, but Hoppy had been more fortunate, he had been a messenger boy on the Barbary Coast where Wilson had run a gambling casino. Hoppy had never ceased to look on Wilson Mizner as an idol."

One day Hoppy came to Loos with the idea of writing a story centering on a character based on Wilson Mizner. Loos took the idea to MGM producer Irving Thalberg. "Knowing Irving's admiration for Mizner," said Loos, "I took occasion one day to tell him Hoppy's idea. Hearing it for the first time in straightforward English, Irving was astonished. 'Do you mean our Hoppy conjured up that good a yarn?' he asked. I assured him that he did. 'All right,' said Irving. 'Go ahead and write it.'"

From Hoppy's initial idea, Anita Loos fleshed out the screenplay that became San Francisco. "Hoppy and I wrote that movie," said Loos, "to the glory of Wilson Mizner and the Frisco all three of us knew when we were kids. We called our picture San Francisco and named the Mizner character 'Blackie Norton.'...Its plot was unadulterated soap opera, told in an underworld setting, and it became one of MGM's most durable hits."

Just before Loos and Hoppy finished the screenplay, however, tragedy struck. Irving Thalberg, beloved MGM producer known for his dedication to excellence in motion pictures, died. Thalberg's health had always been precarious, but his death at the age of 37 from pneumonia still sent shockwaves of grief throughout the Hollywood community. "With Irving gone," said Loos, "San Francisco became the most important issue in the lives of both Hoppy and me. Wilson Mizner had died in 1933 and our movie would be the means of waving both him and Irving a last good-by."

With Thalberg no longer around to helm San Francisco, the project was given to someone else. "...without Irving's help, we realized our movie faced grave danger," said Loos. "Who among that group of hobbledehoy MGM producers could understand the subtleties of a man like Wilson Mizner who was as lovable as he was monstrous? L.B. [Mayer] assigned our production to Irving's greatest disciple, Bernard Hyman. But poor Bernie was a victim of that special Hollywood naiveté that's incapable of recognizing bad taste, most of all, his own. We were worried."

Bernard Hyman's first order of business on San Francisco was to secure W.S. "Woody" Van Dyke to direct. Van Dyke, nicknamed "One-Take Woody" due to his brisk shooting style, was a solid director known for hit films such as White Shadows in the South Seas (1928), The Thin Man (1934) and Rose-Marie (1936).

The San Francisco project soon came to the attention of singing star Jeanette MacDonald. MacDonald had only been at MGM a short time, but she had made a big splash with a quick succession of box office hits such as The Merry Widow (1934), Naughty Marietta (1935) and Rose-Marie (1936). Her appearance in these light operettas had made her a instant favorite with audiences.

MacDonald, however, was not content to be simply a singing star in frothy operettas. She was eager to have more control over her career and find a role for herself that would prove she could handle dramatic acting as well. When she found out about the role of Mary Blake in San Francisco, she knew it would be perfect for her. She was soon assigned to star in the film, and studio head L.B. Mayer made sure that the script was tailored to MacDonald's particular talents. Several musical sequences were added and two original songs "San Francisco" and "Would You" were written for MacDonald to sing in the film.

For her leading man, Jeanette MacDonald was adamant that it should be the king of MGM, Clark Gable. "The role," she wrote in a letter to MGM's General Manager Felix Feist, "demands a fine, virile actor, otherwise the whole story goes to pot." Gable, however, was not interested. He had heard rumors that MacDonald could be a prima donna on set, and he detested being around actresses that were pampered and spoiled. "Hell, when she starts to sing nobody gets a chance," Gable reportedly told MGM executive Eddie Mannix at the time. "I'm not going to be a stooge for her while she sings in a big, beautiful close-up and the camera shoots the back of my neck!"

When Gable initially refused to be a part of San Francisco the studio tried to persuade MacDonald to consider William Powell or Robert Young in the role of Blackie Norton. MacDonald, however, remained determined. It had to be Clark Gable. When MacDonald heard that Gable's packed schedule wouldn't allow him to make San Francisco even if he wanted to, she took matters into her own hands, lobbying MGM studio brass to help her convince Gable to take the part. "The entire outlook was so perfect," she wrote in a letter to Felix Feist, "the whole setup so 100% box-office, with a brand new team from the public's viewpoint, also Metro's, that I am heartbroken and at the same time furious that such an opportunity is going to be missed...Isn't there anything the Sales Department can do in having one of Gable's other assignments postponed so that this picture can be made as great as it should be with him in it?...Shouldn't it be intriguing for the public to see me with him instead of a musical comedy man like Chevalier or Novarro?...And shouldn't it be intriguing by the same token for the public to see Gable with me instead of again with Crawford or Harlow?" Seeing San Francisco's potential, MGM agreed to try and help MacDonald get her man.

Meanwhile, Woody Van Dyke had to cast the key supporting role of Father Tim Mullin. Spencer Tracy had just recently joined the MGM family after spending five years making lackluster films for RKO and other studios. No one had yet figured out how to utilize Tracy's unique acting talents, but MGM hoped to change that. The studio had just starred Tracy in Fritz Lang's electrifying drama Fury (1936) which hadn't yet been released, and director Van Dyke was eager to cast him in the role of Father Mullin in San Francisco. It was a supporting role, and Tracy wasn't sure he wanted to take it. However, Van Dyke convinced him that Father Mullin was key to the success of the picture. "...there's one important thing [San Francisco] has to have...and that's humanity," Van Dyke told Tracy. "Father [Mullin] has to supply it, and so help me, Spencer, you're the only actor I know who can bring humanity into a part. I don't know where you got it, but you have it." According to the 1987 book Spencer Tracy: Tragic Idol by Bill Davidson, Tracy was conflicted. "I had a tough time deciding whether or not to get myself out of the part," said Tracy. "I thought of how my father wanted me to be a priest, and I wondered if it would be sacrilegious for me to play a priest. All of my Catholic training and background rolled around in my head, but then I figured Dad would have liked it, and I threw myself into the role."

In order to help convince Clark Gable to co-star with her in San Francisco Jeanette MacDonald took a drastic measure. She put her next MGM project Maytime on hold and took an indefinite leave of absence from the studio without pay in order to wait for Gable's schedule to be free. By making this move, she hoped to prove her commitment to the film and to Gable. MacDonald's gesture did impress Gable, and the thought of working with Spencer Tracy enticed him, but still he continued to resist. Eventually, L.B. Mayer pressured Gable by threatening him with suspension if he did not make the film. Finally, begrudgingly, Gable relented and agreed to play Blackie Norton.

Before cameras could roll on San Francisco, there was one more hurdle for the film to jump, which came from the Production Code office. The office vehemently objected to a scene in the screenplay in which Blackie punches his childhood friend, Father Mullin, in the jaw. "The administrator for the censor board, Joe Breen, sent for Hoppy and me," said Anita Loos, "and said grimly, 'Look here, folks. Gable is such an idol that the public may take his side when he knocks out a priest and cheer for the triumph of evil.' Hoppy's indignation made him more than usually incoherent, while I argued that our hero was to be regenerated in the long run; that the more wicked he was, the greater glory to the powers of good that would finally bring him to his knees. 'But his regeneration takes place in the last scene,' Breen protested. 'In the meantime a priest has been humiliated in a way that will bring the whole Catholic Church down on us.' Hoppy and I loved that sequence; to cut it out would emasculate the entire picture. But what could save it, now that Irving was no longer there to back us up?"

"The next day Hoppy and I were pacing the Alley as was our custom," continued Loos, "this time cursing the idiotic shortsightedness of censors, when Hoppy suddenly thought of consulting the priest of the small Catholic chapel across the boulevard from the studio. Father Benedict was very movie-wise. He was often sent for to expertise on religious scenes; his confessional was frequently visited by show-biz sinners; all of which made him tremendously understanding and sympathetic to movies. Father Ben heard our problem and racked his brains. Then presently his face lit up. 'I've thought of something that may save your precious scene,' he said. Following Father Ben's suggestion, we went to work immediately and sketched out the scene. Next day we took it to Joe Breen. Hops proceeded to defend our script as if he were Shakespeare fighting to keep the soliloquy from being tossed out of Hamlet. Our new scene took place in a gymnasium where we showed that our priest could easily outbox, outslug, and outsmart Blackie. So when the two men faced their moment of truth, Tim would purposely allow Blackie to knock him out; thus 'presenting the other cheek' and making our priest the hero of the encounter. I knew our solution was weak, but Hoppy's fast talk finally won out. San Francisco was granted the go-ahead."

With a first-rate screenplay and an A-list cast of Clark Gable, Jeanette MacDonald and Spencer Tracy assembled, San Francisco was shaping up to be something very special for MGM. In addition, word was out that the film's recreation of the 1906 San Francisco earthquake would be a spectacular special effects sequence unparalleled in movie history.

by Andrea Passafiume