Rachel Schpitendavel (Britt Ekland), an innocent Amish girl from rural Pennsylvania, arrives in New York's Lower East Side, hoping to make it as a dancer. Rachel's dances are based on Bible stories. She auditions at Minsky's Burlesque, but her dances are much too dull and chaste for the bawdy show. But then Billy Minsky (Elliott Gould) and the show's jaded straight man, Raymond Paine (Jason Robards), concoct a plan to foil moral crusader Vance Fowler (Denholm Elliott), who is intent on shutting down the theater. Minsky publicizes Rachel as the notorious Madamoiselle Fifi, performing the "dance that drove a million Frenchmen wild." This will invite a raid by Fowler and the police. But Billy will let Rachel perform her innocuous Bible dances, thus humiliating Fowler.
During the run-up to her midnight performance, Raymond and his partner, Chick (Norman Wisdom), show Rachel the ropes of burlesque, and they both fall for her in the process. Meanwhile, Rachel's stern father (Harry Andrews), who even objects to her Bible dances, arrives in search of his daughter. The film climaxes when Rachel takes the stage after her father has called her a whore and she realizes that the Minskys are just using her. Her father tries to drag her off-stage, but she pulls away and accidentally tears a slit in her dress. The sold-out crowd spurs her on and Rachel begins to enjoy her power over the audience and starts to strip. She looks into the wings and sees Raymond, who senses a raid and perhaps the end of an era, leaving the theater for good. Rachel calls and throws out her arms to him, inadvertently dropping the front of her dress and baring her breasts. Fowler blows his whistle and the police rush the stage and close down the show. A madcap melee follows. In the end, most of the cast members are loaded into a paddy wagon, including Rachel's bewildered father.Jason Robards as Raymond PaineBritt Ekland as Rachel Elizabeth SchpitendavelNorman Wisdom as Chick WilliamsForrest Tucker as Trim HoulihanHarry Andrews as Jacob SchpitendavelJoseph Wiseman as Louis MinskyDenholm Elliott as Vance FowlerElliott Gould as Billy MinskyJack Burns as Candy ButcherBert Lahr as Professor Spats
In his book Minsky's Burlesque, Morton Minsky (with Milt Machlin) wrote, "As for April 20, 1925, the day that the raid on which the book was based took place, it was hardly epochal in the history of burlesque, but it did turn out to be a prelude to much greater troubles... Anyway, the raid story was fun, but the raid itself was simply one of dozens to which we had become accustomed; certainly no big crisis".
Minsky's theater, the National Winter Garden on Houston Street, was raided for the first time in 1917 when Mae Dix absent-mindedly began removing her costume before she reached the wings. When the crowd cheered, Dix returned to the stage and continued removing her clothing to wild applause. Billy Minsky ordered the "accident" repeated every night. This began an endless cycle; to keep their license, the Minskys had to keep their shows clean, but to keep drawing customers, they had to be risqué. Whenever they went too far, however, they were raided.
According to Morton Minsky, Mademoiselle Fifi was actually a woman named Mary Dawson from Pennsylvania. Morton Minsky suggests that Billy Minsky persuaded Dawson to expose her breasts in order to create a sensation. By 1925, it was permissible for girls in legitimate shows staged by Ziegfeld, George White and Earl Carroll—as well as burlesque — to appear topless as long as they didn't move (as a "living tableau"). Mademoiselle Fifi stripped to the waist, but then moved, triggering the raid. "Although the show in general had been tame," he wrote, "Fifi's finale and the publicity that soon followed the raid ensured full houses at the soon-to-be opened [Minsky's] theater uptown [on 42nd Street]."
In 1975, Dawson, then 85, refuted the legend. "I was never a stripteaser. I never did anything risque". She said that novelist Rowland Barber "just put all that in the book to make it better". She wasn't even at the theater that night. Her father was a policeman and a straitlaced Quaker, although he never came to New York City and never led a raid on one of the Minsky burlesque houses.
In April 1961, producer Leonard Key outbid several others for the stage rights to Rowland Barber's book. At that time it was reported to be the highest price ever paid for such rights, and that the novel would be adapted by screenwriter Edward Chodorov. Later in the year, however, Key had enlisted screenwriter Julius J. Epstein. At these early stages, Sammy Cahn as well as Johnny Mercer and Henry Mancini were rumored to do the music. The show never found financial backing before the option for the stage rights ran out two years later in 1963.
Norman Lear and Bud Yorkin bought the film rights in September, 1965. (Debbie Reynolds reportedly had sought the film rights in 1961.) Lear originally announced that production would start in the fall of 1966. Dick Shawn was reportedly being considered for the "lead role" (unspecified) in July 1966. However, filming didn't begin until a year later, on October 8, 1967.
On May 23, 1967, the Los Angeles Times reported that William Friedkin was set to direct. Friedkin's first film, Good Times (1967), starring Sonny and Cher, had just been released. A musical comedy which spoofs various movie genres, including mysteries, westerns and spy thrillers, it was a critical and box office flop. He was quoted as saying that 'The Night They Raided Minsky's will be "poetic reality."
Tony Curtis was cast as Raymond Paine in June 1967, but dropped out a month later because of creative differences. Alan Alda, whose father, Robert Alda, had been in burlesque, was cast as Paine, but was unable to leave his role on Broadway in The Apple Tree. Jason Robards took over the Paine role about a month before filming began. (Raymond Paine was the name of a real straight man who was in the show that night. He was killed in a hit and run accident in 1934). Elliott Gould, who was then married to Barbra Streisand, was signed in August 1967 and made his film debut as Billy Minsky.
Mickey Rooney was said to be considered for the Chick Williams role, but Joel Gray, then on Broadway in Cabaret, was initially cast. Gray had to drop out, however, because the film had no firm end date and Gray was committed to start rehearsals for George M!, a musical about George M. Cohan, in mid-December. British comedian Norman Wisdom, who had recently appeared on Broadway in the James Van Heusen-Sammy Cahn musical comedy Walking Happy, was cast. His highly-acclaimed performance was nominated for a Tony Award. Wisdom had made a series of low-budget star-vehicle comedies for the Rank Organisation. Never highly regarded by critics, Wisdom's films had enjoyed good box-office returns in his native country. The Night They Raided Minsky's was his first American film, and he received good notices. A contributor to Variety wrote: "So easily does Wisdom dominate his many scenes, other cast members suffer by comparison", and Time compared him to Buster Keaton.
The songs were written by the Broadway team of composer Charles Strouse and lyricist Lee Adams, who had won a Tony Award for the musical Bye Bye Birdie in 1960 and went on to win Tonys for Applause (1970) and Annie (with lyricist Martin Charnin 1977). Strouse also wrote the theme song "Those Were The Days" for Lear's sitcom All in the Family. Working on his only film made for theatrical release, the score was orchestrated and conducted by Broadway veteran Philip J. Lang.
The Night They Raided Minsky's was the first musical shot entirely on location in New York. The budget exceeded $3 million, making it the most expensive film shot in the city up until that time. A block of East 26th Street between First and Second Avenues was transformed into the Lower East Side circa 1925. (The vacant tenements on the block were scheduled to be torn down as part of an urban renewal project; the city postponed demolition for the filmmakers.) A portion of an elevated train station 30 feet tall and 56 feet long was built. Exteriors were shot there for two weeks. Parking meters were disguised by garbage cans and barrels. Some interiors were filmed at Chelsea Studios in New York City.
The theater sequences were filmed at what was then the Gayety Theater (now the City Cinemas Village East), at 181 Second Avenue on the Lower East Side. Originally built in 1926 for Yiddish productions, the theater had its first brush with burlesque in 1962 when, as the Casino East, it hosted Ann Corio’s nostalgic revue, This Was Burlesque. Corio's show ran until 1965, then went on a prolonged national tour. The Casino East was renamed the Gayety and continued to operate as Manhattan’s only burlesque house. Unlike Corio’s show, however, the emphasis was not on comedy. In 1969 the theater, renamed the Eden, became an off-Broadway venue and presented the then-controversial musical Oh! Calcutta!, which featured full female and male nudity.
The Night They Raided Minsky's was Bert Lahr's last film. The 72-year-old comedian, best known for his role as the Cowardly Lion in The Wizard of Oz, was a burlesque veteran. He was hospitalized on November 21 for what was reported as a back ailment. In Notes on a Cowardly Lion: The Biography of Bert Lahr, John Lahr wrote: "Bert Lahr died in the early morning of December 4, 1967. Two weeks before, he had returned home at 2 a.m., chilled and feverish, from the damp studio where The Night They Raided Minsky's was being filmed. Ordinarily, a man of his age and reputation would not have had to perform that late into the night, but he had waived that proviso in his contract because of his trust in the producer and his need to work. The newspapers reported the cause of death as pneumonia; but he succumbed to cancer, a disease he feared but never knew he had".
Most of Lahr's scenes had already been shot. Norman Lear told The New York Times that "through judicious editing we will be able to shoot the rest of the film so that his wonderful performance will remain intact". The producers used test footage of Lahr, plus an uncredited voice double and a body double, burlesque legend Joey Faye, to complete Lahr's role.
Filming was scheduled to wrap on December 22, 1967. The movie was released exactly a year later, on December 22, 1968.
Film editor Ralph Rosenblum documented his experience on The Night They Raided Minsky's in his 1979 book (written with Robert Karen), When the Shooting Stops ...The Cutting Begins. ISBN 0-670-75991-0
Rosenblum wrote, "I had taken Minsky's on not because I believed it would be a great editorial challenge but because I saw it as a lark. I had just come off six months on The Producers, a trying experience that pickled my nerve endings, and I badly needed a soothing job...The script revealed a frothy, unimportant film full of musical numbers, the kind of thing that might be snapped into shape in six to eight weeks of editing. I loved cutting musicals; I expected a short stretch of mindless fun". In the end, it took him over nine months to cut the film.
He wrote: "From the very beginning, the idea behind The Night They Raided Minsky's had been to create an 'old-fashioned musical with a New Look'...although what it was and how it was going to be accomplished no one knew...Had anyone dared to acknowledge that the New Look we hoped to achieve in Minsky's was essentially a [Richard] Lester look, we all might have been saved some anguish; but such an acknowledgement would have been considered inappropriate, if not blasphemous, and so it barely crossed our minds".
Rosenblum called the screening of his first cut with Friedkin and Lear "disastrous." "The chief drawback of Minsky's dramatic episodes was their predictability," Rosenblum wrote. "The script had aimed for an old-fashioned charm, but, with a few important exceptions, no new twist of sophistication was added to please a modern audience." When the cut was screened for David Picker, an executive VP of United Artists, he called it "the worst first cut I've ever seen." However, since there was no release date set for the film, Picker told Lear and Rosenblum, "Whatever you want to do, go ahead, take your time, and do it."
Drawing on his background editing documentaries, Rosenblum turned to the huge stock film libraries in New York and began selecting clips from the 1920s. By arduous trial and error, this footage was used not only to evoke a sense of time and place, but also to comment on and enhance scenes in the film. Rosenblum created montages of this material and Friedkin's footage, often marrying vintage footage with new by transitioning from black and white into color. The effect, Rosenblum wrote, was "magical".
While Rosenblum worked over the cut throughout most of 1968, Lear was developing other projects, including one that would become the TV series All in the Family; Friedkin, meanwhile, was in England, directing the film adaptation of Harold Pinter's The Birthday Party. Not long after he saw the first cut of Minsky's, Friedkin was interviewed on British television, and called Minsky's "the biggest piece of crap I'd ever worked on". According to Rosenblum, "I'd heard that [Friedkin] would be barred from screenings [of Minsky's] because of his talk show blunder and would have to pay to get in".
Eventually, The Night They Raided Minsky's was remade in the cutting room. "Above all, this emerging Minsky's was highly contemporary," Rosenblum wrote. "One might even conclude it had a New Look. The obvious fact that had eluded us from the beginning suddenly struck me now: The avant-garde quality Richard Lester had achieved in films like Help! could only be accomplished through editing. From the moment the Search for the New Look began, Minsky's was destined to be a cutting-room picture."
Rosenblum claimed that there are 1,440 cuts in the film; by comparison, Annie Hall, a film of the same length, has only 382.
Of course, most of the credit went to Friedkin, who, according to Rosenblum, "may not have even seen the film". Friedkin later admitted to having "no vision" for Minsky's and instead borrowed from Rouben Mamoulian's film Applause (1929), an early talkie about burlesque notable for its innovative camera work.
In 2008, Friedkin recalled, "Minsky's was way over my head. I didn't have a clue what to do. Norman produced it and he was a very difficult, tough guy to work with, but I learned a great deal from him and I was struggling every day on the set. It wasn't a great script...it was a lot of schtick. But it would've been a lot better if I'd been more familiar with that world of burlesque in the 20's, which I wasn't. So because of that I think the film suffers to a great degree from that".
In an online interview in 2012, Friedkin said, "I have few, if any positive, memories of it. But when I made the DVD recently, having not seen the film for 40 years, I thought it had some pleasant and amusing moments."
In his 2013 memoir, The Friedkin Connection, the director wrote, “There were many problems with it, but the biggest was my own ineptitude. I had researched the period but I didn’t know how to convey the right tone”. At one point he asked Norman Lear to fire him.
The film was part of a nostalgic wave in Hollywood celebrating the Roaring Twenties such as Funny Girl and Thoroughly Modern Millie.
The film received good reviews for its tribute to old time burlesque. Roger Ebert wrote in the Chicago Sun-Times, "The Night They Raided Minsky's is being promoted as some sort of laff-a-minit, slapstick extravaganza, but it isn't. It has the courage to try for more than that and just about succeeds. It avoids the phony glamour and romanticism that the movies usually use to smother burlesque (as in Gypsy) and it really seems to understand this most-American art form."
.The New York Times critic Renata Adler wrote, "The nicest thing about the movie, which is a little broad in plot and long in spots, is its denseness and care in detail: The little ugly cough that comes from one room of a shoddy hotel; the thoughtfully worked out, poorly danced vaudeville routines; the beautifully timed, and genuinely funny, gags. 'I hear the man say impossible,' a man on the stage says when the man here hasn't said a word. And the vaudeville [sic] routines of innocence forever victimized, for an audience of fall guys, works pretty much as it must have worked in its time". (December 23, 1968)
Judith Crist, in New York magazine, wrote "...what a delight to have a chance to laugh out loud at sex! Like the burlesque it glorifies – and with tender loving care – this boisterous, colorful, wiggling eulogy to the Lower East Side bump-and-grind culture of the 1920s is plotless, frenetic, funny and just as good as the real thing. It's nostalgic as all get out to see the lumpy dumpy chorus, the snorers and the leerers and the lechers around the runway, the Crazy House bit and the spielers and, beyond the theater, the East Side in its glory from the barrels of half-sours to the knishes to the Murphy-bedded hotel rooms. Director William Friedkin (this was his pre-The Birthday Party film) proves his sense of cinema again by remarkable intersplicing of newsreels and striking use of black-and-white fade-ins to color." [Friedkin, according to Ralph Rosenblum, had nothing to do with those effects.] Crist also praised the "off-beat" casting and summed up that the film was "really just what we were wishing for for Christmas".
Time magazine called the film "a valedictory valentine to oldtime burlesque. In legend, the girls were glamorous, and every baggy-pants buffoon was a second W. C. Fields. In truth, the institution was as coarse as its audiences. Minsky's mixes both fact and fancy in a surprisingly successful musical...Minsky's was 58 days in the shooting and ten months in the editing—and shows it. Marred by grainy film and fleshed out with documentary and pseudo-newsreel footage of the 1920s, the film spends too much time on pickles, pushcarts and passersby. But it compensates with a fond, nostalgic score, a bumping, grinding chorus line and a series of closeups of the late Bert Lahr, who plays a retired burlesque comedian. Like Lahr, the film offers an engaging blend of mockery and melancholy".
According to an interview in the Manchester Evening News (published October 22, 2007), The Night They Raided Minsky's is Britt Ekland's favorite film. Ekland divorced Peter Sellers four days before the film was released. Walter Winchell reported that the divorce stemmed from Sellers' displeasure that she had appeared nude in the film. Ekland was quoted on the web site whatsonstage.com  "I loved William Friedkin who directed me in the film The Night They Raided Minky’s because he was very specific and honest and young. He got the performance out of me which he knew I had in me. Many years later he directed The Exorcist and he wanted to test my daughter for it, but he warned me if she did that film she’d be changed forever, so I said no way, I wouldn’t allow her to test. She was furious with me about that. I think it took her a while to forgive me".
A stage adaptation as a musical, titled Minsky's, opened officially on February 6, 2009 at the Ahmanson Theatre, Los Angeles, and ran through March 1, 2009. The new musical was directed and choreographed by Casey Nicholaw, with a book by Bob Martin and music and lyrics by Charles Strouse and Susan Birkenhead. Though the show's program notes that it is based on the film, the book is essentially a new story.
The film was released on DVD on May 20, 2008 in wide-screen and full screen versions.