The Astaire-Rogers unit at RKO deserves credit for trying something different with Carefree. By 1938, the duo's pictures had fallen into a repetitious formula, and this film attempted to alter that formula a bit. As a result, there's less music and more comedy, less emphasis on Fred and more on Ginger, the suburbs substitute for the City, and Ginger (at least initially) chases Fred. Unfortunately, rather than making the film seem fresh, this all makes it seem disjointed; the pieces just don't fit together as naturally as they should. The dialogue is also not strong enough, a crucial factor when there's less music to enjoy. Irving Berlin's mini-score is quite good, with "Change Partners" a standout, and the "I Used to Be Colorblind" sequence is memorable, slow-motion photography and all. Astaire still gets a big dance solo, displaying his facility with a golf club; it's entertaining, but not his best. His performance overall is fine, but this time it's Rogers who gets to shine. Her drunken binge is especially noteworthy, a beautifully calibrated comedy. Carefree is fun and enjoyable, but one (perhaps unfairly) expects more from the screen's most celebrated dance team.