The show spoofs some of the great film stars of the era, such as Shirley Temple and Bill "Bojangles" Robinson, and the character L.Z.
Governor is based on MGM honcho Louis B. Mayer, known for his roving eye for pretty starlets and deep-seated nepotism.
The musical opened on Broadway on May 26, 1964 at the Mark Hellinger Theatre, and closed on April 17, 1965, after 274 performances and six previews.
Directed by George Abbott and choreographed by Ernest Flatt, the cast included Carol Burnett as Hope Springfield, Dick Patterson as Rudolf, Lou Jacobi as Lionel Z.
Excellent reviews led to a box-office bonanza, and in its early weeks the show consistently out-grossed other current musicals Hello, Dolly!
Howard Taubman, in his review for The New York Times, praised the direction ("gusto"), the performers ("exuberant"), some production numbers ("vivacious") and an occasional bright line, concluding that "Fade Out-Fade In spreads enough good cheer to suggest that it will be around for quite a while."
[7] Finally, the financial losses sustained during Burnett's two absences proved to be insurmountable, and the production closed.
Universal Music Group, ABC Records' eventual successor, re-released the cast album on CD in 2003 on its Decca Broadway imprint.
As Hollywood tourists mill around him, tour guide Byron Prong (Jack Cassidy), a faded star, reminisces as he sings about the good old days in "Oh Those Thirties."
Hope Springfield (Carol Burnett), pulled from the number five position in a New York City chorus line and sent to Hollywood by FFF Studios, headed by L. Z.
After leaving instructions in New York to ship the number five chorus girl to Hollywood and give her the star buildup.
In the executive dining room of FFF Studios, his six vice-president nephews are waiting to meet the girl their uncle has written them about.
While the ambitious Ralph pulls all stops to finish the film, The Fiddler and the Fighter, hoping to impress his uncle, L. Z.
The projectionist starts the film, and the nephews are stunned when L. Z. leaps to his feet shouting that it's the wrong girl on the screen.
Firing Ralph for causing his psychological block and for completing the movie with the wrong girl, L. Z. replaces him with Rudolph, giving him instructions to burn the film and get rid of Hope.
Her Hollywood bubble exploded, Lila Tremaine is again just plain Hope Springfield, standing in front of the towering FFF gates - only this time she's an unwelcome outsider.
Lou (Tiger Haynes), a former co-worker at the studio, is pounding the same beat, advertising dancing lessons.
Although fortune is currently frowning upon them, they sing and dance (as Shirley Temple and Bill Bojangles Robinson) "You Mustn't Be Discouraged."
He's imported his Viennese psychoanalyst and as they discuss the movie mogul's emotional status, L. Z. explains that he's at "The Dangerous Age."
Exploring the reasons for his restless nights, he reviews his recurring nightmare, in which he's constantly frustrated in his pursuit of her.
In his dreams, Gloria, dancing a ballet with assorted satyrs and wood nymphs, always manages to elude "L. Z. in Quest of His Youth," and each time L. Z. thinks he has her within his grasp, Hope Springfield pops up instead.
It develops that Rudolph, contrary to his uncle's instructions, had not burned the original film starring Hope as Lila Tremaine.
At a ceremony held to place her smile in the cement at Grauman's Chinese Theatre, Hope's luck runs true to form.
A star-studded crowd is gathered in front of the theatre, as Hope, now Mrs. Rudolph Governor, in a glamorous fur and evening gown, steps up to the cement, stoops and places her face in it - and, as the curtain falls, is struggling in vain to free herself .