Bedtime Story (1964) is a classic comedy film starring two of the greatest actors of old Hollywood, Marlon Brando and David Niven. Directed by Ralph Levy, the movie blends romantic comedy with clever satire, focusing on deception, rivalry, and the fine art of conning the wealthy. Though later remade as Dirty Rotten Scoundrels (1988), the original version has its own charm, elegance, and distinctly 1960s humor.
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The Riviera Con Artist Lifestyle
The film is set on the luxurious French Riviera, where wealthy tourists arrive daily with money to burn. This environment is perfect for Lawrence Jamieson, an elegant British gentleman who pretends to be a displaced aristocrat collecting donations for noble causes that do not actually exist.
Lawrence operates with impeccable manners, refined speech, and high-society connections. His scams rely not on force, but on sympathy, politeness, and class.
Enter Freddy Benson
Lawrence’s orderly world is disrupted by Freddy Benson, an American con man with a far more aggressive and crude style. Freddy pretends to be a war veteran traumatized by his experiences, emotionally manipulating women into giving him money.
Where Lawrence is polished, Freddy is loud. Where Lawrence is strategic, Freddy is impulsive. Naturally, conflict arises.
A Turf War Begins
After discovering each other’s scams, the two men realize they cannot operate in the same territory. The French Riviera simply is not big enough for both.
They agree on a wager:
Whichever man can swindle $50,000 from a wealthy woman first gets exclusive rights to the area. The loser must leave permanently.
Their target becomes Janet Walker, a seemingly innocent American heiress visiting Europe.
The Elaborate Deception
What follows is an escalating battle of lies.
Lawrence pretends to be a respected psychiatrist, while Freddy disguises himself as Lawrence’s mentally unstable brother, allegedly traumatized since childhood. Their schemes grow increasingly theatrical, involving fake illnesses, staged emotional breakdowns, and carefully rehearsed performances.
Janet, meanwhile, appears naive but observant. The two men underestimate her intelligence, each believing he is several steps ahead of the other.
The Unexpected Twist
As the competition intensifies, both con men become so focused on defeating each other that they begin making reckless decisions. The lies pile up. Fake identities overlap. Emotional manipulation becomes more extreme.
Eventually, one of the men appears to suffer catastrophic consequences from the scheme, leading the other to believe he has won.
But nothing in Bedtime Story is quite what it seems.
Movie Ending
The ending delivers the film’s most memorable twist.
Freddy appears to have been emotionally destroyed by the elaborate con, convincing Lawrence that the rivalry has gone too far. Believing himself responsible, Lawrence allows Freddy to take the money and prepares to leave the Riviera in shame.
However, the truth is soon revealed: Freddy and Janet were working together the entire time.
Janet was never a helpless heiress. She was an experienced con artist who recognized both men for what they were almost immediately. Freddy, impressed by her intelligence and skill, partnered with her to deceive Lawrence instead.
Together, they manipulate Lawrence into believing Freddy has suffered a psychological breakdown, exploiting Lawrence’s guilt and compassion. As a result, Lawrence willingly hands over the winnings.
The final moments show Freddy and Janet leaving together, richer and amused, while Lawrence realizes he has been thoroughly outplayed.
The ending reinforces the film’s core idea:
The greatest con is not money, but ego.
Are There Post-Credits Scenes?
No. Bedtime Story does not include post-credits or mid-credits scenes. Once the film concludes, the story is fully complete.
Type of Movie
Bedtime Story is a romantic crime comedy built around verbal humor, performance-based deception, and character rivalry. Rather than relying on physical slapstick, the comedy emerges from dialogue, timing, and social satire.
Cast
- Marlon Brando – Freddy Benson
- David Niven – Lawrence Jamieson
- Shirley Jones – Janet Walker
- Dody Goodman – Hélène
- Myron McCormick – Chief of Police
Film Music and Composer
The score was composed by Frank De Vol, known for his work in both film and television during the 1950s and 1960s. The music supports the elegant Riviera atmosphere, using light orchestration and playful motifs to match the film’s comedic tone.
Filming Locations
The movie was filmed primarily in:
- French Riviera, France
- Monte Carlo
- Studio backlots in California
The Riviera setting is essential to the story. Its luxury hotels, casinos, and tourist culture provide both the motivation and opportunity for con artistry. The contrast between wealth and deception lies at the heart of the film.
Awards and Nominations
While Bedtime Story was not a major awards contender at the time of release, it gained long-term recognition for:
- Outstanding comedic performances
- Influencing later con-artist comedies
- Becoming the foundation for the highly successful 1988 remake
Its legacy far outweighs its initial awards presence.
Behind the Scenes Insights
- Marlon Brando rarely appeared in comedies; this role was a deliberate attempt to challenge his dramatic image.
- David Niven’s refined persona closely mirrored his real-life personality.
- The actors improvised portions of dialogue during rehearsals.
- Brando reportedly enjoyed exaggerating Freddy’s American behavior to contrast British restraint.
- The remake Dirty Rotten Scoundrels follows the same plot structure almost scene-for-scene.
Inspirations and References
The film was inspired by:
- Classic European farce theater
- British social comedies
- Earlier literary stories involving confidence tricks and mistaken identities
Its narrative style influenced many later films centered on competitive deception.
Alternate Endings and Deleted Scenes
No official alternate ending has been released.
However:
- Several extended dialogue scenes were removed to improve pacing.
- A longer epilogue explaining Lawrence’s future was filmed but cut.
- The final twist was intentionally kept brief to preserve comedic impact.
Book Adaptations and Differences
Bedtime Story is not based on a novel or book series. It was written as an original screenplay, later adapted into Dirty Rotten Scoundrels (1988), which modernized the humor and expanded physical comedy.
Memorable Scenes and Quotes
Key Scenes
- Freddy’s fake war trauma performance in the hotel lobby
- The staged psychiatric sessions with Janet
- Freddy’s exaggerated “mental breakdown”
- Lawrence’s realization that he has been conned
Iconic Quotes
- “In this world, there are two kinds of people: the ones who con, and the ones who get conned.”
- “I never trust a man who tells the truth too easily.”
- “Sympathy is the most profitable emotion.”
Easter Eggs and Hidden Details
- Freddy’s military story changes slightly each time he tells it.
- Lawrence’s fake charities all have absurdly noble names.
- Background characters reappear as different hotel guests, hinting at repeated scams.
- Several props reappear later in Dirty Rotten Scoundrels as homage.
Trivia
- This was Marlon Brando’s first true comedy role.
- The movie inspired an unofficial stage adaptation in Europe.
- Shirley Jones later said Janet Walker was one of her favorite roles.
- The remake kept over 70 percent of the original script structure intact.
- The title refers metaphorically to lies told gently before sleep.
Why Watch?
You should watch Bedtime Story if you enjoy:
- Intelligent comedy rather than slapstick
- Clever plot twists
- Performances driven by dialogue and timing
- Classic cinema with lasting influence
It remains funny because human vanity never goes out of style.
Director’s Other Works
- The Private Navy of Sgt. O’Farrell (1968)
- Do Not Disturb (1965)
- A Global Affair (1964)
Recommended Films for Fans
- Dirty Rotten Scoundrels (1988)
- The Pink Panther (1963)
- How to Steal a Million (1966)
- The Thomas Crown Affair (1968)
- Catch Me If You Can (2002)

















