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Mel Brooks and Anne Bancroft star as leaders of a Polish theater troop forced to entertain the Nazis while simultaneously plotting their escape to Allied territory. You might think the material is too heavy for a comedy, but To Be or Not to Be manages to stay light and breezy without being disrespectful. It certainly helps that most of the laughs come at the Nazis’ expense, including a memorable Oscar-nominated performance from Charles Durning as a goofy Gestapo leader who can’t stop putting his foot in his mouth. (Durning’s banter with co-star Christopher Lloyd are some of my favorite moments in the movie.) Tim Matheson gets third billing as a bomber pilot with eyes for Bancroft and Oscar-winner José Ferrer (Cyrano de Bergerac) appears as a duplicitous spy. While it’s not the chuckle-fest that so many other Brooks vehicles are, it’s a sweet film that succeeds largely on the charm (on-screen and off) of Brooks and Bancroft.  Based on the 1942 film by Ernst Lubitsch.

Oscar Nomination: Best Supporting Actor (Charles Durning)