Celluloid Improvisations logo Jazz on Film Mark Cantor

Johnny Guarnieri and The Swing Stars

By the early 1970s Guarnieri, now a highly respected jazz veteran, was still recording on occasion, and was a favorite at “jazz parties” and festivals. But he was perhaps “paying the rent” through a long-standing gig at Tail O’ the Cock Restaurant, both in Los Angeles and in the San Fernando Valley.


Throughout its six year history, SOUNDIE producers struggled under an intense pressure, both time and budget related, to meet their weekly release commitment of eight shorts. As the producers quickly learned, a large number of films had to be completed in a relatively short period of time, at a minimum cost. To balance higher fees paid to major stars, SOUNDIES producers came up with the ingenious approach of having a combo or orchestra record a large number of soundtracks at one or two sessions. The recording artists might be called back for a sideline (photography) session, but in many cases the films would instead feature a dance performance, vocalist, or “song story,” with the words of the song more-or-less acted out on screen. Some soundtracks sat on the shelves for years, awaiting an opportunity for which it could be used.

Such was the case with THE SWING STARS, an ad hoc jazz combo used in early 1946 for a series of six films. The vocalists and dancers are obscure, to say the least, and as Scott MacGillivray and Ted Okuda point out in The Soundies Book, the combo doesn’t always swing, and it was certainly not composed of major stars. However, SOUNDIES publicity materials cite Johnny Guarnieri as the leader of this band. Guarnieri was one of the most recorded musicians of the 1940s, and these films therefore deserve a closer examination than given in the past.

William Forest Crouch
Of all the East Coast directors working at the margins of the film industry, at least where the Hollywood studio system was concerned, perhaps the most interesting is William Forest Crouch. Crouch generally served as both producer and director, and during the mid-to-late 1940s he directed two feature films (both starring Louis Jordan) and close to a dozen short subjects. Crouch is best known, however, as the director of more than 555 SOUNDIES, most produced at Filmcraft Studios in the Bronx. Crouch understood the need for SOUNDIES to appeal to a wide variety of niche audiences, and his work included everything from jazz and Swing to polka, country-western, novelty, dance and straight renditions of popular melodies. Among his substantial output are dozens of SOUNDIES featuring African-American artists, and Crouch’s respect for the culture and its music insures that many artists, obscure or unknown by today’s audiences, can be seen and heard on screen.

While it might be stretching the point to refer to Crouch as an auteur, he definitely was a hands-on director, a man with a vision of getting visually compelling musical performances on film in the minimum amount of time. Susan Delson, whose book on SOUNDIE director Dudley Murphy is highly recommended (Dudley Murphy – Hollywood Wild Card, University of Minnesota Press, 2006), noted, “As a producer, he was responsible for more than half of the SOUNDIES with African-American performers. Together, they are a snapshot of the wartime African-American entertainment world unlike anything else on film.”

At worst his films are workmanlike, rushed and occasionally shoddy. For instance, a production file document tells the story of a sideline orchestra failing to show up for the filming of a SOUNDIE in the series featuring THE SUN TAN BAND. The soundtrack featured a trombone solo, but the sideline combo called in at the last moment lacked a trombone. A quick and easy selection was found: Have the trumpet soloist on screen solo when we hear trombone. “No one will even notice,” says the memo.

At his best, however, Crouch carefully planned his shots, using up to three cameras to cover the action. The camera set ups and editing is often imaginative. And if we are occasionally shocked by low camera placement used to shoot up at a scantily clad woman’s panties, this certainly fulfilled one of the needs of the SOUNDIES producer. Then as now, sex sells.

The Swing Stars
In all probability this jazz quintet never played in public, or on record, in this exact configuration. While both the SOUNDIES catalogue and Billboard review refer to the group as “the new band of Johnny Guarnieri,” it is unlikely that the band saw any “life” outside of the Filmcraft studio. (Although it seems somewhat far-fetched, considering leader Johnny Guarnieri’s standing in the jazz community, string bassist Chubby Jackson suggested that, “somewhere in the dark recesses of my memory, I have this idea that this group might have worked weekends with Lester Lanin.”)

Although the group is billed merely as The Swing Stars, both SOUNDIES release materials and a Billboard review refer to Johnny Guarnieri as the leader of the combo. Guarnieri was no doubt the best known member of the group. Never a household name, he would have been “just another pianist” to the majority of viewers, yet a significant and talented musician to those who knew jazz of the 1940s. Guarnieri was a highly gifted pianist in the Teddy Wilson tradition, gravitating between a sparse piano style influence by Count Basie and the two-fisted stride piano of Fats Waller. Guarnieri solos in five of the six SOUNDIES in the series, and it is his work that recommends these films for their jazz content.

By the early 1970s Guarnieri, now a highly respected jazz veteran, was still recording on occasion, and was a favorite at “jazz parties” and festivals. But he was perhaps “paying the rent” through a long-standing gig at Tail O’ the Cock Restaurant, both in Los Angeles and in the San Fernando Valley. Playing five nights a week at the piano bar, Johnny would keep the music quiet and under wraps until late in the second set. Then he would entertain requests, do a Fats Waller imitation or two; by the third set he was performing songs like “It’s You or No One” in 5/4 time.

Phil Capicotta holds down the trumpet chair in the combo. Never a well-known musician, Capicotta nevertheless had strong credentials, having played with the big bands of Bert Lown and Russ Morgan. As a session musician he recorded with Chick Bullock and a re-formed ODJB. Capicotta was still active in the 1960s, recording with a band led by Rusty Dedrick. In this film series he plays mostly muted trumpet, sticking fairly close to the melody. While his jazz chops are certainly acceptable, he is clearly not a major jazz talent.

Trombonist Jack Lacey is sadly under utilized in these SOUNDIES, especially since he was a highly respected technician and improviser. Lacey is best known for his 1934-35 stint with the Benny Goodman orchestra where he was the featured trombone soloist in the band. During the later half of the 1930s Lacey later did studio work in New York City, and recorded with Bill Challis, Richard Himber, Bunny Berigan, Claude Thornhill and others. His last recording date was with Frankie Trumbauer in 1946, although he remained active as a studio musician into the 1960s. His solo work in this series is limited to a trombone obligato in HOT LIPS, and a brief solo on WABASH BLUES.

Al Gallodoro is best known as a sideman with Paul Whiteman’s orchestra. Gallodoro was a talented and underrated musician who was active into the late 1990s. Gallodoro is perhaps stronger as a technician than improvising musician, but he is given significant solo space on the soundtracks. I spoke with Al in 1996 about this SOUNDIES session. Sadly, at the time I only had one or two of the films to share, and they did not ring many bells with Al. He recalled,

“Yes, I had mostly settled down to studio work by this time, although I would join Jimmy Dorsey in 1950, and rejoin Pops [Paul Whiteman] for special occasions. I was pretty close to Phil [Capicotta], and we’d play together on occasion, you know, casuals and recording dates and such. But I can’t tell you much about these films. I remember doing them, but there was just a day of recording, then maybe a day or two of filming. For us, well, it was a day’s pay for a day’s work, and you didn’t really think about it much at the time. So now, fifty years later, there are not too many memories. The drummer who you ask about … his name is on the tip of my tongue, but I can’t remember who he is.”

“I recognized the melody to “Trip To the Moon,” and I think I recorded it, although I cannot recall the circumstances. You see, I was a great reader, and I could play it all, from classical to jazz —I often performed the opening to Rhapsody In Blue for Pops— and when you were as busy as I was, you don’t recall details like a single record or film date. But I do recall that most of the arrangements, maybe all of them, were done by a fellow, I forget his name but he was with the March of Time [Jack Shaindlin].”

Artie Miller, had a long and distinguished career, stretching back to work with Red Nichols in the late 1920s, a long tenure with Paul Whiteman in the 1930s, and the string bass chair in Jack Teagarden’s first orchestra. I have not been able to trace his career subsequent to this SOUNDIE appearance.

The identity of the drummer has never been verified with any satisfaction, although Stan Levey was quite certain that it was not Sammy Weiss, a frequent suggestion. While “Mousie” Grauso and Johnny Morris have also been suggested, it should be noted that “Trip To the Moon” was recorded as “Radar Trip to the Moon” (credited to Jack Shaindlin) by Jack Lynn’s Swing Stars on Chief 6369-B. While little is known of this label, there is quite likely some connection to SESAC. In any case, among the personnel are Phil Capicotta and Al Gallodoro. The drummer for the session is Sam Mazur, who recorded a number of SOUNDIES soundtracks in late 1941-early 1942. It is possible that Mazur is the unidentified drummer on this session.

A special mention must be made of the musical director for this series of films. While Guarnieri heads the band, the musical director for the entire series was almost certainly Jack Shaindlin. Shaindlin was one of the busiest men on the New York film scene from the mid 1930s through the 1950s. During the 1930s he worked closely with Milton Schwarzwald on a large number of short subjects produced by Nu-Atlas and Mentone. Shaindlin headed the March of Time musical department from 1942 onward, serving as composer, arranger and musical director. At various times he served as musical director at Madison Square Gardens, and contracted, arranged and directed soundtracks for Twentieth-Century Fox. In the mid 1940s Shaindlin joined William Forest Crouch at Filmcraft Studios where his work on SOUNDIES was diverse and intense: composer, arranger, contractor, musical director, all were within Shaindlin’s duties on hundreds of films, and yet he never appeared on screen in a SOUNDIE.

The Vocalists and Dancers

Hannah Ross
Hannah Ross appears as soundtrack vocalist in two SOUNDIES in this series, and performs the sideline work on one. Her story was related to me in 2007 by her daughter.

“My mom, known then as Hannah Goldman —that was her birth name— was a child star who had her own radio show on WSYR (Syracuse) when she was 10 years old. She was billed as Little Miss Hannah with WSYR in Syracuse, and her announcer was William Lundigan. Mom sang with the Henry Busse orchestra at some point. She also sang with other big bands. My Mom had so many recordings of herself (all 78’s) although I never made copies and now they are lost. My Mom told my sister, Carol, and me that she was at one time in contention with Doris Day for a singing spot (my aunt seems to think that it might have been with Horace Heidt’s big band) [or perhaps Les Brown’s] but I really can’t remember which band it was. I do know that my Mom was working with Jack Shaindlin. He was her manager for a time and wanted to sign on as her exclusive agent but that never came about. She married my dad, Max Tanenbaum, in 1949 and moved to Charleston, SC where she became a full time mother. She continued to play the piano and sing but never on a professional level.”

Dorothy Drew
Little is known about Dorothy Drew, a New York singer and dancer who probably did most of her work on night club stages. She appears as both a singer and dancer in a handful of SOUNDIES, although in this series she sidelines a vocal recorded by Hannah Ross. At the time these SOUNDIES were produced Ms. Drew was appearing in the Broadway stage production Are You With It? as a member of the ensemble.

Bailey Axton
Singer Bailey Axton headed a vocal group billed as The Bailey Axton Trio, although he appears as a solo vocalist here. In the years preceding the formation of the trio Axton appears as a tenor vocal soloist, first in Cincinnati (1935-36), and then on network radio (NBC, 1938-39). The production files do not indicate whether or not he recorded the soundtrack on CAKEWALK POLKA, although that is quite likely the case. In addition to two SOUNDIES featuring his trio, he also recorded at least two sides with Jack Lynn’s Swing Stars in 1946. The presence of Hannah Ross on two other sides, plus Phil Capicotta and Al Gallodoro in the recording band, make this an unusual SOUNDIES tie-in, although the exact relationship between the SOUNDIES and recordings is not known. (One of his recordings also features vocalist Johnny Woods, who appears with the Trio in one of the SOUNDIES.)

Cecile Lewin and Joann Cavanaugh
Little is known about the dancers who appear in these SOUNDIES. Cecile Lewin is noted as performing at the Latin Quarter, New York City, ca. 1947. Nothing is known of Joann Cavanaugh.


The production files are vague and somewhat contradictory where this series of SOUNDIES is concerned. The files do not note a recording location, and suggest a recording date of ca. mid-to-late January 1946. However, one of the SOUNDIES in the series, THE OLD GRAY MARE, was copyrighted December 30, 1945, making a January recording date impossible, at least for this SOUNDIE. To add to the confusion, during this period, almost without exception, SOUNDIES DISTRIBUTING CORPORATION OF AMERICA copyrighted each SOUNDIE on the day of its release. A SOUNDIE copyrighted December 30, 1945, and released March 18, 1946, as in the case of THE OLD GRAY MARE, is indeed somewhat of an anomaly.

To complicate things even more, the soundtrack for CAKEWALK POLKA has The Swing Stars augmented by additional instruments, and while it has been suggested that this is either “canned music,” or a track held over from an earlier recording session, the clarinet solo is Gallodoro, even if the rest of the band cannot be identified within the arrangement.

The last recording problem is a document that suggests the possibility that Hannah Ross overdubbed her vocal on WABASH BLUES during March 1946.

Therefore, setting a precise recording date for this series of soundtracks is not possible at this time. My guess is that the films were all recorded at one or two sessions in mid-to-late January 1946, and that copyright entry is an error of some sort; or perhaps a copyright registration in advance of the production of the film.

The sideline photography for this series was largely completed the week of January 21, 1946, although one of the films may have been completed the week commencing January 29, 1946. It is quite probable that portions of the films —vocals and dance routines— were filmed at separate times. As with the entire series, dates are uncertain.


The personnel seen on screen, and heard in all of the SOUNDIES, except for the first, are as follows:

Johnny Guarnieri, piano and leader; Phil Capicotta, trumpet; Jack Lacey, trombone; Al Gallodoro, clarinet; Artie Miller, string bass; unidentified drums

On CAKEWALK POLKA, the first film released in the series, only Gallodoro can be identified aurally. It can be assumed, however, that the other members of the band are present, although the band is augmented by additional musicians.

Cakewalk Polka (release #23007)
The tune Cakewalk Polka was composed and/or arranged by Jack Shaindlin. While we have noted that this is probably Guarnieri’s combo (the clarinet solo is by Gallodoro, more of a busy embellishment than a jazz solo per se), the band has been augmented by additional brass, reeds and a violin; only the additional violinist, unidentified, can be seen on screen. The Cakewalk Polka is danced by two unidentified male and two unidentified female dancers. Bailey Axton is seen singing on screen, in a set up probably photographed at a separate time; the production documents do not specify whether or not we hear Axton on soundtrack but, at a guess, Axton is both seen and heard here.

The review in Billboard is straight forward and merely descriptive:
“Cake Walk Polka [sic] is presented by the Swing Stars with Bailey Axton taking care of the vocals.”

Of all the SOUNDIES in this series, this is undoubtedly the least interesting, and save for Gallodoro’s contribution, the jazz content is all but nonexistent.

Old Gray Mare (release 23103)
This title was quite likely selected by Jack Shaindlin because of its public domain status and hence, the fact that there was no need to pay for publishing rights; the production files credit Shaindlin with the arrangement. Although Guarnieri is seen on piano, and takes a strong solo on this “oldie,” the opening and closing of the piece features him on a celeta which is not seen on screen. Capicotta, muted, sticks pretty close to the melody and Gallodoro mixes double-time passages with work in the lower register. Special mention should be made of the drummer’s work here. He is well recorded and certainly kicks the rhythm section along on the piece. Joann Cavanaugh, probably filmed at a separate time, is the featured dancer.

The review in Billboard suggests that this is a regular working band, but there is no evidence to suggest that the band existed outside of the SOUNDIES studio:
“The Old Gray Mare is revived by the SWING STARS. The SWING STARS is the new band of JOHNNY GUARNIERI, formerly with Benny Goodman and Artie Shaw. JOANN CAVANAUGH does a high kick routine.”

Trip To the Moon (release 23501)
Recorded as “Radar Trip to the Moon” (Jack Lynn’s Swing Stars on Chief 6369-B) this Jack Shaindlin composition is perhaps the jazz high point of the series, although we do have to work our way through Dorothy Drew as our on-screen dancer. Capicotta solos once again on muted trumpet, and Gallodoro has a couple of solo spaces. Guarnieri takes a dandy solo, and one can hear the influences of both Basie and the Harlem stride pianists in this one solo chorus. Of particular interest once again is the aggressive work by the drummer, providing accents and an underlying beat that really help the piece swing mightily.

Billboard notes the following:
“The Swing Stars with Dorothy Drew’s dance routine provide excellent entertainment in their version of A Trip to the Moon. Johnny Guarnieri sparks this lively combination with his adroit piano playing.”

Melody Parade (release 23705)
Melody Parade is actually Anton Rubenstein’s “Melodie in F,” an arrangement by Shaindlin, and another tune probably selected for its public domain status. Not too much jazz in this film: trumpet and clarinet stay close to the melody, and Guarnieri merely creates decorative embellishments, rather than a jazz improvisation. The ballet style dance is by Cecile Lewin.

The review in Billboard describes the film as follows:
“Cecile Lewin, in an abbreviated and eye-catching costume, does a toe ballet to the tune of Melody Parade. The Swing Stars provide excellent background music, and there are several well-executed solos in this modern arrangement of a well-loved and familiar song. Band setting.”

Hot Lips (release 24003)
This is the well known Henry Busse tune, played as a fairly straight jazz piece, with our unidentified drummer kicking the sextet along. The vocal is by Hannah (Goldman) Ross, although Dorothy Drew stands in on screen. No solo by Guarnieri in this short. Once again Capicotta is featured on muted trumpet, both an obligato to the vocal and in a 3/4 chorus solo. It is to his credit that he does not try to imitate the nanny-goat style popularized by Busse on many recordings of this tune. This is probably his finest solo on the session. Gallodoro is once again featured on clarinet. For the first time we hear from Jack Lacey on trombone, although his contribution, fine as it is, is limited to obligatos to Ross’s vocal.

I have not been able to locate a Billboard review for the film, so we will use the SOUNDIES catalogue description instead, short and sweet as it is:
“Here’s a standard popular tune well sung by lovely Dorothy Drew.”

Wabash Blues (release 24107)
Hannah Ross is again featured on vocal, although this time we have the opportunity to see her on screen as well. The tune is played in a cod-dixie manner, with Capicotta handling the muted lead. Gallodoro weaves in and out of the melody, Lacey’s solo is fairly straight, and Guarnieri is limited to an introduction to the vocal. Not too much jazz happening here, and this represents in some ways the lost opportunities of the entire session.

Once again lacking a Billboard review, we let the catalogue description do the talking:
“The Swing Stars and the fine vocalizing of Hannah Ross make for a smooth modern swing arrangement of this standard tune.”


Given the uneven nature of the films in this series, and the fact that the jazz content is somewhat limited, why do these six films deserve so much research and time in terms of their description? The answer, of course, is “Johnny Guarnieri.” While he had been caught on film earlier with Artie Shaw (SECOND CHORUS, 1941) and Jimmy Dorsey (I DOOD IT, 1943), these films would be the last that Johnny would make until the amazing television pilot AFTER HOURS a decade and a half later. On the other hand, Guarnieri was one of the most recorded pianists of the 1940s. His versatility, reading skills, ability to back a vocalist, and strength as a soloist made him a pianist of choice for such musicians as Benny Goodman, Artie Shaw, Lester Young, Don Byas, Bobby Hackett, Slam Stewart, Hot Lips Page, Rex Stewart and many others. Guarnieri’s solos on TRIP TO THE MOON and THE OLD GRAY MARE are certainly worth a close listen; the chance to see him on screen is, for those of us who know Johnny’s music, a delight.

The remainder of the band is certainly not up to Johnny’s level in terms of jazz musicianship, although the series does give us the chance to see and hear the work of a trio of lesser known musicians, Capicotta, Gallodoro and Lacey. The surprise is, of course, the unknown drummer, whose work is strong and driving throughout.

In his notes to the early Charley videotape release of these films, Howard Rye notes that the singers and dancers do little for us in this series. He is, of course, correct. In William Forest Crouch’s defense, however, they do exactly what they are intended to do: fill up the screen in order to add some visual variety to the music.

Ultimately, this is far from one of the most interesting SOUNDIES sessions. But the caveat is there: it features Johnny Guarnieri in early film appearances. As someone who I joyfully listened to live on many occasions, and on record to this day, I have no second thoughts in presenting the details of this film session from the 1940s, as limited as the jazz content may be.