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Studio head Harry Cohn wanted Gene Kelly and Rita Hayworth to re-team for the film adaption of the musical Pal Joey.

The pair had worked together wonderfully in Cover Girl, and Cohn hoped they’d have the staying power of other on-screen duos such as Fred Astaire and Ginger Rogers.

Gene Kelly also had the advantage of originating the lead role in 1940 in Broadway’s Pal Joey, his first starring role on stage. In fact, it was this role that helped him land a spot alongside Judy Garland in For Me and My Gal.

Unfortunately, the success of Cover Girl was to blame for Kelly not getting the role. MGM refused to loan out their up-and-coming star to Columbia Pictures unless they were able to use Hayworth too. 

The studio also ran into difficulties with the script. In order to appease the censors, the musical’s controversial material had to be altered. By the time the project was ready, Hayworth’s role changed. Originally, she was supposed to play Linda English, a role which Kim Novak received. Instead, Hayworth would now play the “older woman” – a part which Marlene Dietrich, Barbara Stanwyck, Ethel Merman, and Mary Martin were considered for.

Since the two studios never came to an agreement, Frank Sinatra filled Gene Kelly's shoes. Interestingly though, the studio had also considered Marlon Brando, Kirk Douglas, and Jack Lemmon for the part.

Director George Sidney said, “Sinatra and I… got on wonderfully. We had great times together. When he came in, he had complete concentration. When he’s in that scene, you could shoot a gun off [and] he wouldn’t hear it.”

With casting ironed out, Cohn worried about billing. After all, Sinatra was “hot” due to his singing career and his Academy Award recognition for From Here to Eternity.

But Frank didn’t mind being billed after the studio’s big star, making it Hayworth-Sinatra-Novak.

He told Cohn, “I don’t mind being in the middle of that sandwich.”

This wasn't the first time that Sinatra had worked with Novak. The two had previously teamed for The Man with the Golden Arm. Frank had also been Kim's first Hollywood date, going out alongside Lauren Bacall and Humphrey Bogart.

Novak enjoyed working with Sinatra again. But this time he stayed in character, so he wasn’t as friendly as before.