Greatest Film Scenes
and Moments

Darling Lili (1970)


Written by Tim Dirks

Title Screen
Movie Title/Year and Scene Descriptions

Darling Lili (1970)

In Blake Edwards' musical romantic drama set during wartime with a WWI "Mata Hari" spy tale - an over-budget, major box-office flop - signaling with Star! (1968) and Paint Your Wagon (1969) the end of a boom in musicals in the 1960s, although it was the first attempt to dispel star Julie Andrews' reputation as squeaky clean; Edwards spoofed this film's failure with S.O.B. (1981) years later:

  • the opening pre-title sequence set - an uninterrupted lengthy take of the spell-binding performance of the Oscar-nominated song "Whistling in the Dark" (by Henry Mancini and Johnny Mercer) by patriotic British musical hall singer/dancer Lili Smith/Schmidt (Julie Andrews), later revealed as a femme fatale and undercover German espionage spy - the lyrics: "Often I think this sad old world is whistling in the dark Just like a child who, late from school walks bravely home through the park To keep their spirits soaring and keep the night at bay Neither quite knowing which way they are going they sing the shadows away. Often I think my poor old heart has given up for good And then I see a brand new face I glimpse some new neighborhood So walk me back home my darling tell me dreams really come true Whistling, Whistling, here in the dark with you..."
  • the title credits played over the theatre crowd's rousing, patriotic rendition of "Pack Up Your Troubles in Your Old Kit Bag and Smile, Smile, Smile" led by Lili
"Whistling in the Dark" and "Pack Up Your Troubles..."
  • Lili's assignment from German spymaster Colonel Kurt von Ruger (Jeremy Kemp) who was posing as Lili's Swiss uncle - to spy on American pilot/officer Maj. William Larrabee (Rock Hudson) of the Eagle Squadron (the British Royal Flying Corps), and learn the Allied side's air defense plans
  • the extended champagne/fireplace seduction and awkward bedroom sequence between Lili and Maj. Larrabee (when she tried to coax him to reveal military secrets); after a period of prolonged kissing before the fireplace, Lili made her exhausted lover Larrabee carry her to bed ("Carry me!") - after trying to get into the right position on the bed for love-making, she flatly told him: "I'm sorry, darling. Really, I am. I just can't help it. Are you all right?...Oh, come now, you've got to admit seduction can really be very funny if you stop to think about it"; he objected: "But you're not supposed to stop to think about it"; she answered: "Oh, Bill, that's a terribly naive point of view for a man of your sophistication and experience"; when they went at it again, she began laughing and frustrated him, and then apologized: "Sorry. I really can't help it. If you really wanted me, it shouldn't matter anyway"; when they kissed again, she stopped him and in an accusatory tone asked: "You called me darling, you called me your love, and you called me something else... You called me something else, a name...Suzette!"; he denied it: "The hell I did!" - he claimed that he had called her "My pet!" and that she had misunderstood; she again apologized: "I've been behaving like an idiot schoolgirl and I'm sorry" but then kept pressing: "What about Suzette?... Operation Crepe Suzette" - he snapped back: "That's not a woman...Operation Crepe Suzette is a military secret...And that's what it is. It's so important, I can't even tell you. It isn't that I don't trust you. It's just a matter of national security. I wouldn't even tell my own mother"; but then exasperated ("The hell with security!"), he explained: "I want to get this straight once and for all. You want honesty, you're going to get honesty and I could get shot for it. I'm gonna give you every little detail of the biggest military operation since Battle of the Marne.."; he described how an aerial counter-attack against the Germans was secretly planned and he was ordered "to lead the attack" - "It was the most concentrated bombing effort of the war to this day. And the code name for the whole operation was Crepe Suzette" - unexpectedly, she stormed from the bedroom, dressed, and as she rushed off into the hallway, he grabbed her to stop her, when she sarcastically shouted back at him: "I fly at dawn!"; in the rainstorm outdoors as she stomped off, she asserted: "I am going back to Paris" - and the two rode off together in his car
  • the subsequent sequence, when Larrabee confronted Lili in a shower and explained why he had just lied to her: "So I'm a liar. What would you rather I be, a traitor?...The lives of hundreds, thousands of men depend upon Operation Crepe Suzette being kept a secret. So what in the name of hellish vanity makes you think I'd compromise that in the name of your adolescent, narcissistic ego?...Sure, I lied to you. I had to. And you know what? I think you're glad you caught me lying... I think maybe you have to come up with excuses just to avoid the moment of truth...In a word, Miss Smith, I think it's just possible you're a virgin!" - she slapped him, but he grabbed her for a passionate kiss and they made up; she unexpectedly fell in love with him, urging: "Turn on the warm water"
  • the subsequent confusion over divulged military secrets known as Operation Crêpe Suzette, after Lili found out that Crepe Suzette (Gloria Paul) was a real person - Larrabee's stripper mistress - a rival entertainer; the jealous Lili pointed fingers and blamed Suzette for being a German agent when she thought she was being two-timed by Larrabee, and the pilot was arrested in London for espionage as a spy
  • after watching Crepe Suzette on stage doing a bump and grind strip-tease, Lili's attempt to one-up her, with her own humorous semi-striptease number at the end of her performance of the song: "I'll Give You Three Guesses"; afterwards, she told off Colonel Ruger: "You can take my word for it that Operation Crepe Suzette has never existed, except in bed"
Lili's (Julie Andrews) Semi-Striptease
  • the action sequence of Major Larrabee's aerial dogfight battle with the Red Baron ace Baron von Richtofen (Ingo Mogendorf) to save Lili onboard a train (assailed by German war planes) as she fled to Switzerland
  • the final tacked-on, happy-ending reunion scene in London (after the armistice) when Major Larrabee reunited with Lili after one of her on-stage performances; as they kissed, the audience witnessed their love and sang: "It's a Long, Long Way to Tipperary" after the curtain closed in front of them

The Fireplace/Bedroom Seduction Scene Between Lili and Larrabee

Colonel von Ruger
(Jeremy Kemp)

Shower Intrusion

Crepe Suzette (Gloria Paul) = the Major's Mistress and Accused German agent

The Major and Lili Reunited - on Stage


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