# Going Highbrow > Mediated Wiki article. Canonical URL: https://mediated.wiki/source/Going_Highbrow > Markdown URL: https://mediated.wiki/source/Going_Highbrow.md > Source: https://en.wikipedia.org/wiki/Going_Highbrow > Source revision: 1351089694 > License: Creative Commons Attribution-ShareAlike 4.0 International (https://creativecommons.org/licenses/by-sa/4.0/) 1935 film by Robert Florey This article needs more citations. Please help improve this article by adding citations to reliable sources. Unsourced material may be challenged and removed. Find sources: "Going Highbrow" – news · newspapers · books · scholar · JSTOR (May 2019) (Learn how and when to remove this message) Going Highbrow ZaSu Pitts and Guy Kibbee Directed by Robert Florey Written by Edward Kaufman Sy Bartlett Ralph Spence Ben Markson Produced by Samuel Bischoff Starring Guy Kibbee ZaSu Pitts Edward Everett Horton Cinematography William Rees Edited by Harold McLernon Music by Leo F. Forbstein Distributed by Warner Bros. Pictures Release date August 23, 1935 (1935-08-23) Running time 67 minutes Country United States Language English ***Going Highbrow*** is a 1935 American musical comedy film directed by [Robert Florey](/source/Robert_Florey) based on the story "Social Pirates" by [Ralph Spence](/source/Ralph_Spence_(screenwriter)).[1] [Guy Kibbee](/source/Guy_Kibbee) and [ZaSu Pitts](/source/ZaSu_Pitts) play a newly rich couple, so eager to buy their way into society they hire a waitress to pose as their daughter. ## Plot Cora Upshaw wishes to climb into New York Society, but her more humble Kansas millionaire husband Matt prefers a more humble life. Returning from a European tour on which they purchased a painting by [Tintoretto](/source/Tintoretto) and other works of art, they are featured in the society pages of the New York newspapers. Augie Witherspoon, financial manager for wealthy Mrs. Forrester Marsh, sees the Upshaws and gets the idea to sell some of Mrs. Marsh's art collection to the Upshaws in order to raise funds to put her son Harley through music school. Escaping his wife's social pretensions, Matt regularly visits a small diner across the street where he meets and befriends a waitress, Sandy. Meanwhile, Augie, with the intention of milking the Upshaws for all their money, convinces them to make a big splash on the social scene by holding a debutante party for their daughter. Cora is sold on the idea but does not reveal to Augie that she has no daughter. Matt proposes that Sandy, a former actress, pretend to be their daughter. Matt also proposes that Sandy not reveal to Cora that she is a waitress but to pretend to Cora that she is Millicent, an old friend's daughter. On her way to the Upshaw's Manhattan residence, Sandy and Harley [meet cute](/source/Meet_cute) on Fifth Avenue. Harley falls in love with Sandy at first sight, but Sandy is annoyed by his attention. In a nod to Cinderella, Sandy loses her shoe and Harley retrieves it, holding it fondly as Sandy speeds away in a taxi with Matt. The Upshaws prepare to hold the [coming-out party](/source/Debutante) for their phony daughter, “Millicent.” Just as it begins, Sandy gets a phone call from a coworker informing her that her estranged husband Sam Long has been looking for her. At the same time, as Cora panics that no guests have arrived at the party, Matt inadvertently reveals to Cora that “Millicent” is actually a waitress named Sandy. Suddenly, Harley, Augie, and several other guests from high society arrive at the party. Augie has convinced the reluctant Harley to attend, hoping that Harley and “Millicent” will fall in love, marry, and bring the Upshaw's wealth into the impoverished Marsh family. When Harley arrives at the party, he discovers to his delight that “Millicent” is the girl he met on the street. Though Augie is pleased that Harley has fallen in love with “Millicent”, Harley reveals that he loves “Millicent” so much that he refuses to pursue her solely for the sake of getting the Upshaw's money. Augie gets the idea of forcing Harley to propose to “Millicent” by making him jealous of another suitor. Augie hires an actor to pose as a suitor, but it turns out that the actor is in fact Sandy's husband Sam. Sam is introduced to “Millicent” by Augie and immediately recognizes her as Sandy. Sam shows Augie a picture of himself with Sandy as their [vaudeville](/source/Vaudeville) act as “The Longs — Sandy and Sammy.” Augie informs Matt Upshaw and Harley that “Millicent” is Sandy, and not an heiress but a waitress. Harley is delighted because now Sandy will not think he wants to marry her for her money, but then learns from Sam that she is already married. Augie and the Upshaws hatch a plan to convince Sam to divorce Sandy, offering him ten thousand dollars to cooperate. In the process, Augie learns that Sam was already married with two children when he married Sandy, so their marriage is invalid. Augie informs the Upshaws, Harley, and Sandy. Upon learning the news, Harley proposes to Sandy and she agrees to marry him. ## Cast - [Guy Kibbee](/source/Guy_Kibbee) as Matt Upshaw - [ZaSu Pitts](/source/ZaSu_Pitts) as Mrs. Cora Upshaw - [Edward Everett Horton](/source/Edward_Everett_Horton) as Augie Winterspoon - [Ross Alexander](/source/Ross_Alexander) as Harley Marsh - [June Martel](/source/June_Martel) as Sandy Long - [Gordon Westcott](/source/Gordon_Westcott) as Sam Long - [Judy Canova](/source/Judy_Canova) as Annie - [Nella Walker](/source/Nella_Walker) as Mrs. Forrester Marsh - [Jack Norton](/source/Jack_Norton) as Sinclair - [Arthur Treacher](/source/Arthur_Treacher) as Waiter ## References 1. **[^](#cite_ref-1)** ["Going Highbrow"](https://catalog.afi.com/Catalog/moviedetails/7135). *catalog.afi.com*. Retrieved March 19, 2025. ## External links Wikimedia Commons has media related to [Going Highbrow](https://commons.wikimedia.org/wiki/Category:Going_Highbrow). - [*Going Highbrow*](https://www.imdb.com/title/tt0026420/) at [IMDb](/source/IMDb_(identifier)) - [*Going Highbrow*](https://web.archive.org/web/1/https://www.tcm.com/tcmdb/title/2787/enwp) at the [TCM Movie Database](/source/Turner_Classic_Movies#TCMdb) (archived) - [*Going Highbrow*](https://catalog.afi.com/Catalog/moviedetails/7135) at the *[AFI Catalog of Feature Films](/source/AFI_Catalog_of_Feature_Films)* - [*Going Highbrow* at AllMovie](https://www.allmovie.com/movie/going-highbrow-am74538) v t e Films directed by Robert Florey One Hour of Love (1927) The Romantic Age (1927) Face Value (1927) The Life and Death of 9413: a Hollywood Extra (1928) The Hole in the Wall (1929) The Cocoanuts (1929) The Battle of Paris (1929) Skyscraper Symphony (1929) The Road Is Fine (1930) My Wife's Teacher (1930) Love Songs (1930) Black and White (1931) Murders in the Rue Morgue (1932) The Man Called Back (1932) Those We Love (1932) Girl Missing (1933) Ex-Lady (1933) The House on 56th Street (1933) Bedside (1934) Registered Nurse (1934) Smarty (1934) I Sell Anything (1934) I Am a Thief (1934) The Woman in Red (1935) The Florentine Dagger (1935) Going Highbrow (1935) Don't Bet on Blondes (1935) Ship Cafe (1935) The Payoff (1935) The Preview Murder Mystery (1936) Till We Meet Again (1936) Hollywood Boulevard (1936) Outcast (1937) King of Gamblers (1937) Mountain Music (1937) This Way Please (1937) Daughter of Shanghai (1937) Dangerous to Know (1938) King of Alcatraz (1938) Disbarred (1939) Hotel Imperial (1939) The Magnificent Fraud (1939) Death of a Champion (1939) Parole Fixer (1940) Women Without Names (1940) The Face Behind the Mask (1941) Meet Boston Blackie (1941) Two in a Taxi (1941) Dangerously They Live (1941) Lady Gangster (1942) The Desert Song (1943) Roger Touhy, Gangster (1944) Man from Frisco (1944) God Is My Co-Pilot (1945) Danger Signal (1945) The Beast with Five Fingers (1946) Tarzan and the Mermaids (1948) Rogues' Regiment (1948) Outpost in Morocco (1949) The Crooked Way (1949) The Vicious Years (1950) Johnny One-Eye (1950) Adventures of Captain Fabian (1951) --- Adapted from the Wikipedia article [Going Highbrow](https://en.wikipedia.org/wiki/Going_Highbrow) by Wikipedia contributors ([contributor history](https://en.wikipedia.org/wiki/Going_Highbrow?action=history)). Available under [Creative Commons Attribution-ShareAlike 4.0 International](https://creativecommons.org/licenses/by-sa/4.0/). Changes may have been made.