This paper examines the relationship between narrative and spectacle in the Hollywood musical, with reference to the work of Busby Berkeley and Gene Kelly. It discusses Busby Berkeley's "backstage" musicals in terms of his "aggregate" approach to dealing with the narrative/spectacle relationship, and considers the effect of the backstage musical's "show within a show" structure, where narrative and spectacle are treated as two separate worlds. It explores features of Berkeley's choreography, such as his abstract use of time, space and special effects, and the mass formations of female dancers often appearing in his numbers. The choreography of Gene Kelly provides a different approach to dealing with the narrative/spectacle relationship, emphasising the integration of dance into the film's primary narrative structure, using dance as a tool for character development, and drawing from a range of dance styles in his choreography. Finally, Deleuze's theory of "sensation" is presented as a possible bridging link between the work of these two very different choreographers.