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Historical 11 page legal sized theatrical limited partnership contract (c. 1962) for the limited theatrical partnership between composer Jule Styne and producer Lester Osterman for Styne’s 1964 musical, “Fade Out - Fade In”, 1962 and signed by both gentlemen; likely Styne’s copy as it is copied.  We pair with the premiere night complete Playbill program of the musical, May 26, 1964.

Jule Styne (1905-1994) is considered to be one of the finest Broadway composers of his generation.  Long before he wrote his first musical, he played piano and composed songs for dance bands. Highly successful as a composer, he began composing for film in 1938 and remained in that genre until 1947, he scored some thirty film musicals and added numerous songs to others. By his count he wrote some 2000 songs, published 1500 of which 200 were hits. He moved to Broadway in 1947, his biggest hit shows included, “High Button Shoes” (1947), “Gentlemen Prefer Blondes” (1949), “Bells Are Ringing” (1956), “Gypsy” (1959), “Do-Re-Mi” (1960) and “Funny Girl” (1964). He also produced other composers’ shows, “Make A Wish” (1951), “Pal Joey” (1952), “In Any Language” (1952), “Hazel Flagg” (1952), “Will Success Spoil Rock Hunter?” (1955), “Say Darling” (1958) and “Fade Out - Fade In” (1964).  “Fade Out - Fade In” started out as a major hit and within a few months became a nightmare and was his last attempt to produce a show on Broadway.  The story is bizarre and led to one of Broadway’s largest financial losses, made worse as the show was a hit until disaster struck! This was the musical which could not fail and yet it did in the end.

Jule Styne, Adolph Green and Betty Comden combined their talents to create a Broadway musical which would make money. Styne worked with Comden and Green on the 1960 musical “Do Re Mi”, so they knew each other well. Carol Burnett had a huge success in “Once Upon a Mattress” (1959-1960) so they decided to write a show for her.   The musical was a spoof of 1930’s Hollywood, the plot is, Burnett is a show girl who is accidentally given the leading role a Hollywood film.  When the “mistake” is discovered after the film wrapped, the studio head, played by Lou Jacobi orders the film buried.  His nephew, Burnett’s love interest, played by Dick Patterson comes to Burnett’s rescue, the film is released and she becomes a star.  The cast was filled with other Broadway celebrities including, Jack Cassidy, Tina Louise, Tiger Haynes and Mitchell Jason. Styne,  had such confidence in the score, the book and the lyrics, that he hired Burnett and decided to produce the show.  Styne went to his former production partner Lester Osterman Jr. (1914-2003), a one time Wall-Streeter who had succumbed to Broadway fever. In 1956 Osterman and Styne produced “Mr. Wonderful”, a Jerry Bok musical. Osterman then co-produced Bernstein’s “Candide” at the end of 1956, co-produced “Miss Lonelyhearts” in 1957 with contributed music by Styne and Styne’s musical “Say Darling” in 1958, he also produced “The Great God Brown” in 1958, “The Cool World” in 1960. He then produced a series of huge hits including, “How To Succeed in Business Without Really Trying” in 1961 and “A Funny Thing Happened on the Way to the Forum” in 1962.  He even purchased the Alvin Theatre which was used for the show.  When Styne came to Osterman in 1962 about the show, both had experience with one another and this was going to be the Fall 1963 hit!  The two men established the “Girl To Remember Company”, the early title of the show. 

The contract offered is eleven pages, signed by both Styne and Osterman.  The first four pages are a standard “theatrical limited contract”, no clauses changed in the confines of the pre-written contract.  The fifth page begins the “custom amendments” which begin with the Thirtieth clause, which describes the play as a “dramatico-musical with the original title, “Girl To Remember”.  It provides the authors with their percentages of 4.5% each of the weekly gross box office receipts for the first four weeks of performances, or $1500 per week if the gross is less. Their percentages go up to 9% once the 7.5% of gross box office receipts sink the production costs. A sinking fund of $50,000 was created and the estimated production costs were $400,000.  The tenth section of the clause describes the hiring of Carol Burnett via her personal company, Burngood, Inc.  Burnett’s terms re-stated from her personal contract is 5% of the gross box office during previews, 7.5% of the gross box office receipts until the production costs are paid and then 10% thereafter.  George Abbott the director and Ernest C. Flatt, the choreographer are also provided percentages of a lesser nature and also accommodation for Canadian and British company versions.  Further percentages are discussed for the partners and broken down via General Partners and Limited Partners in the “Special Arrangements” clauses.  While signed, the contract is not dated beyond 196_, however it is 1962.  We know from a “New York Times” article, that American Broadcasting-Paramount, Inc. was the major limited partner at $300,000.  The show was labor intensive with 55 actors and dancers and 40 stagehands to move 19 scenes during the course of the show.

When the show opened on May 26, 1964 at the Mark Hellinger Theatre, Howard Taubman, wrote in “The New York Times”... Actually, most of the material in the book by Betty Comden and Adolph Green is old hat, it hasn’t been fresh since “Once In A Lifetime”.  But thanks to the gusto of the direction, the exuberance of the performers, the sparkle of several vivacious production numbers and the laughter in an occasional bright line, “Fade In-Fade Out spreads enough good cheer to suggest it will be around for quite awhile…..If Miss Comden and Mr. Green find it difficult to find new ways to ridicule Hollywood in their story, they have provided Mr. Styne with words for some attractive tunes… 

The first hint of a problem started in early 1963 and frankly, the entire disaster rests squarely on Carol Burnett.  The show was planned for November, 1963.  Burnett announces a few months after signing her contract that she was pregnant.  As the musical rested on her, it forced to be delayed. Her daughter Carrie was born on December 5th of 1963.  Styne planned to open his next show “Funny Girl” in January, 1964, not completely finished, coupled with production delays and song re-writes during the previews held that show until March, 1964.  As he was forced to stop working on “Fade Out-Fade In” it did not receive the same editorial review as Styne was focused on getting “Funny Girl” out of the gate.  When “Fade Out - Fade In” finally opened in May, 1964, while not beloved by the critics, it was a hit with the audience and ticket sales were brisk with sold out houses. Then disaster struck when Burnett riding in a cab experienced whiplash during an accident early in July and by the 12th of that month had missed her first two performances. Burnett then released the statement,  "I have no idea when, if ever, I can return to the type of physical activity I was doing before I went in the hospital — simply because the doctors themselves do not know." Her understudy Carolyn Kemp was not Carol Burnett and in short order the producers were forced to refund some $9,000 in advance ticket sales.  Kemp was eventually replaced with Betty Hutton and when that did not work out with Mitzi Welch. (Welch was a Broadway unknown at that time and later worked as Burnett’s music director, composer and lyricist on the “Carol Burnett Show”.) The producers had the foresight to insure Burnett, it paid $2,500 nightly, not enough to stave the loss in ticket sales.  Their smash hit which early on beat the box office records of “My Fair Lady”, the biggest hit at the Hellinger Theatre to that time, was not viable without Burnett in the cast. Burnett’s doctors initially let her return and she appeared from time to time when she claimed she was feeling better.  Then she claimed she was put in traction, on September 25th, “The New York Times” ran that story.  Turned out it was untrue, as on that exact date, a variety show called “The Entertainers” was broadcast by CBS and one of the three hosts was of all people, Carol Burnett.  At this point, she was in violation of her contract with Styne and Osterman. Burnett’s new husband, Joe Hamilton produced the CBS Show and it would appear thought his wife would be able to wiggle out of her obligation to the musical.  The producers put the show on hiatus on November 14, 1964, laying off the cast and the stagehands.  Osterman who initially had exercised patience told Burnett he thought she was faking her injury all along and he and Styne sued her for breach of contract. The complaint stated, “She could not work in any other medium until her obligation was fulfilled with them” The judge ruled that all episodes of “The Entertainers” be canned and unaired until after Burnett had fulfilled her obligation and further demanded Actor’s Equity of which she was a member, step in.  AE told Burnett to return to the show and fulfill her contract.  At that point the lawsuit was dropped. 

“Fade Out - Fade In” reopened on February 15th, 1965 with Burnett and Dick Shawn replacing Jack Cassidy, the rest of the cast returned.  Unfortunately, by the time she returned, the former box office smash was eclipsed by “Hello Dolly” with Carol Channing, “Funny Girl” with Barbara Streisand and “Fiddler on the Roof” with Zero Mostel.  The show operated on fumes until they were forced to close on April 17th, 1965.  Almost comically, Burnett and Hamilton’s CBS show, “The Entertainers” was pulled from the air on March 27, 1965.

In the end is was a stunning financial loss and Burnett’s decision cost her other roles on Broadway as producers were unwilling to work with her after the fiasco.  Further it was unlikely any insurance company would be willing to take a risk on her.  She did not return to Broadway until “Moon Over Buffalo” in 1995. She did make an appearance at the Tony Awards in 1967.  The entire affair is considered to be one of the major fiasco’s in Broadway history and you could have the producer’s contract in your collection!