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"The Martins and the Coys" segment of Make Mine Music is a hillbilly ballad of rivalry. All images © Disney. All rights reserved.

Walt Disney's Make Mine Music:
A Reassessment

by Robin Allan

As our century -- the century of the cinema -- slides inexorably to its close, it becomes easier to assess the output of Walt Disney's films, and indeed time is already laying its hand on the more recent films that began with the studio's renaissance in the late 1980s. The golden age of Disney is acknowledged as that period of the shorts in the Thirties culminating in the production of Snow White and the Seven Dwarfs (1937) and continuing until the economic inflation and collapse of the studio in the early Forties. Then came what I call the forgotten years, the period of the war and post-war years into which the package film Make Mine Music (1946) falls. This was followed by the silver age, a reinstatement of full length feature films based on European folk tales or classics beginning with Cinderella (1950) and concluding with The Jungle Book (1967), released a few months after Disney's death. The limbo years that followed, or the bronze age as it might be called, produced films of uneven quality and uncertain purpose, though The Rescuers (1977) stands out as exceptional. Then came the renaissance of 1984 under the new management of Eisner, Katzenberg and Wells, with hugely successful films -- economically at least -- in what perhaps may be styled the iron age. These films deserve a reassessment, but it is too soon for me to make such a heady venture into the New Disney. I prefer my Disney matured, and yes, experimental, for the Disney films from the earliest days up until Walt Disney's death are nothing if not endeavors to extend the boundaries of animation, and Make Mine Music falls almost exactly in the middle of Disney's animation career. It is a film which I hope to demonstrate is full of experiment, endeavor and courageous inventiveness with an undercurrent of melancholy and awareness of loss that is new in Disney. It is the abrasive juxtaposition of opposites which makes the film difficult for New Disney to come to terms with, to cash in on or relate to for commercial exploitation. It doesn't fit current Disney obsessions with the purchasing power of nostalgia tied to childhood.

The Amazing Forties
Looking back at the end of the golden age and the eight years that followed in the Forties, it seems to me astonishing that in one decade the Disney Studio should have moved from Pinocchio and Fantasia in 1940, through Dumbo and The Reluctant Dragon (1941) on to Bambi (1942), with a huge output of training and propaganda films including the brilliant shorts Education for Death and Der Fuhrer's Face in 1943. (1) In the same year both Victory Through Air Power and the first of the Latin American features, Saludos Amigos, were released. In the following year we saw the extraordinary The Three Caballeros, which was anarchic, hectic and made up of a wide variety of stories and ideas. Of course, Fantasia itself was made up of sections, so Make Mine Music follows on from an experimental, diverse tradition begun several years before. Song of the South was also released in 1946. The dismal Fun and Fancy Free (1947) preceded the enchanting Melody Time (1948), and one of Disney's most underrated films So Dear To My Heart (1949) was followed in the same year by The Adventures of Ichabod and Mr Toad. The decade ended with publicity for the forthcoming Cinderella of 1950. If we except the creative Thirties, is there any other decade that produced such extraordinary variety of both content and quality? Even the hyperactive Nineties, unless two more features are released before the millennium, will not be able to beat the fourteen features released in the Forties.

Peter comes out to kill the wolf with his pop gun, from "Peter and the Wolf." Charming character development and beautifully rendered snowy backgrounds compensate for an obtrusive commentary.

A Crucial Time
Right in the middle of that decade lies Make Mine Music. It is not so surprising that films so widely different as, for example, Bambi, Education for Death and Make Mine Music should all be released within three years of each other, since Walt Disney was, par excellence, a survivor. It was a turbulent decade. Disney and his artists had to adapt and change both content and style in order to survive, and it is this flexibility and resilience which helped to keep the studio afloat during that difficult decade which began with the disastrous strike, and continued with war and uncertainty. Annual losses were accumulating and money was tight.

I'm not trying to say that this is the greatest Disney feature...it has many faults but so have many other Disney films. It is uneven in quality but it has great virtues too and should be seen in its entirety. It contains much that later Disney lacks. The studio has never been happy with it as a feature and it has not been re-released, though parts were shown as shorts with features, and some sections were lumped together with parts of Melody Time (1948) and released as Music Land in 1955 [not to be confused with the Silly Symphony (1935) of the same title]. It has only had a limited video release -- at least in Britain -- and its sections are often confused with those of Melody Time which, after all, is also a package film and released only two years later.

Make Mine Music also gets pushed back further in time by the postwar successes of the silver age Disney animation which began in 1950 with Cinderella. There are few references to it in the text books, I suspect because the authors haven't seen the film, and there are few illustrations. (2) As far as I know there is no reminder of the film in any of the theme parks.

Disney also met Dali in 1945 and they collaborated on the short Destino. Though both men got along well together, the idea for the short did not, and only a few seconds remain of this film about young love, baseball, time and a dreamscape of Dali imagery. Yet the surreal element which had affected Disney since the early Forties remained. After the war Disney had to produce a feature quickly to make money and there were some ideas left over from Fantasia which he could use. So Make Mine Music is an end of the great expansionist period of the late Thirties, and the beginning of the post-war period of trial and error, experimentation and diversification. The film itself can tell us something about the Disney Studio of the mid-Forties.

An Introduction to the Film
The film opens outside an art deco cinema whose stories light up in turn from top to bottom announcing the talents of the popular artists represented. We proceed into the cinema with lobby cards in the foyer continuing the credits until we find ourselves in an auditorium (although we are ourselves in an auditorium) looking at a program which announces Make Mine Music as 'A Musical Fantasy in Ten Parts.' As the curtains part we see the individual title for the first item. We thus encounter a film within a film, distanced not only by the wealth of opening credits but also by the charming poster captions that introduce each section. These are slightly animated and lend cohesion to the film; they are witty illustrations in pastels typical of popular magazine art of the Forties and serve as a common stylistic device -- apart from the cinema locale which is quickly forgotten by the viewer -- and, along with the musical links, they are the film's only apparent cohesive element. The animation by contrast is widely different in style and veers from traditional full animation to a stylized limited form with special effects bordering on the abstract. I hope, however, to show that there are other factors uniting the film.

The music ranges from popular classical through popular song to jazz, with a potpourri of styles that match the visual content. It is a record of a studio struggling to come to terms with the post-war period, with the need to produce a feature in a hurry, using a mixture of style, design, animation and music, interpreted by an equally varied range of talents from Benny Goodman to Nelson Eddy via the Andrews Sisters and Dinah Shore. While the major Hollywood studios were flourishing, with output and attendance reaching all-time peaks, Disney was struggling, and Make Mine Music reflects that struggle.

Hillbillies and Misplaced Class
The first item "The Martins and the Coys," subtitled 'A Rustic Ballad,' is sung by the King's Men to words and music by Al Cameron and Ted Weems, poking fun at a popular hillbilly legend. The color and design are charming, with fresh browns, greens and blues to match the folksy theme, but it is not graphically innovative and apart from some explicit phallic imagery, unexceptional. The theme was standard cartoon fare and had been treated with more aplomb by Bob Clampett in his 1939 Porky Pig cartoon, Naughty Neighbors.

The second item, subtitled 'A Tone Poem,' is a popular ballad "Blue Bayou," but the animation had been completed for Debussy's Clair de Lune for the ongoing Fantasia, which Disney had seen as an extension to his concert feature, with new works added from time to time. This idea had been abandoned in 1941 at the time of the strike and during the increasingly fraught period when the war in Europe was closing down foreign markets for Disney films. The piece had been fully orchestrated and recorded by Stokowski, but this was 'the poor man's Fantasia' and so more popular music by Bobby Worth and Ray Gilbert, and sung by the Ken Darby chorus, was used. It must have been written at a late stage, because pre-release publicity for Make Mine Music still states "the classic Claire (sic) de Lune is heard in the 'Blue Bayou' sequence."

The item was directed by Sam Armstrong; and Josh Meador, who was one of Disney's most talented special effects artists, provided a number of inspirational sketches for the film. Another story artist for this section was the Englishwoman Sylvia Holland whose contribution to both Fantasia and Bambi I have documented elsewhere.(3) The delicacy of Holland's chalk drawings are faithfully rendered in the completed animation, with herons in stillness and in flight. The colors are muted, with subtly blended contrasts in tone ranging from deep black to silver white, grey and dark blue. The water effects of the moon's reflection disturbed by the bird's movement are almost abstract, providing a delicacy of visual presentation to match the equally delicate music of Debussy. Holland, a highly trained musician herself as well as artist, was able to respond to the subtle grace of the music, but the popular ballad form debases the item. We must therefore applaud the Disney film archivist Scott MacQueen, who has faithfully and painstakingly restored the piece and shown it with the original music for which it was intended. When he presented it at the London Film Festival of 1998, it was seen as a revelation and greeted with astonished delight.

The film's "All the Cats Join In" sequence features limited animation and overt authorial intervention in the shape of the artist's pencil predating such devices in Warner Bros. and UPA.
Pushing Graphic Styles
The next piece is "All the Cats Join In," one of the most successful of the items, with music played by Benny Goodman and his orchestra. A pencil outlines this 'Jazz Interlude' by Alec Wilder, Ray Gilbert and Eddie Sauter, and early story sketches indicate a freedom from rotoscope which gives the figures an elasticity and energy so lacking in the conventional Disney animated human even today. The limited animation technique, with the animator's pencil obtruding as authorial signifier, is an old device dating back to Winsor McCay and beyond. The device would be used again to great effect in Chuck Jones' famous Warner short, Duck Amuck (1953), but Make Mine Music is seven years earlier and two years at least before the first UPA cartoons with their famous limited animation style. Wipes and cuts are achieved with the deliberate act of tearing off the page of a sketch book as the hero invites his bobby-sox girlfriend to attend a party at the local malt shop. He has no money for the phone call until the pencil produces a coin for him...later as the youngsters tear down the road their car outstrips the pencil, which has to rush ahead to provide a traffic signal on "Stop" in order to halt the car so that the pencil can catch up with the drawing. Only the essentials are drawn, with witty precision and a liveliness of graphic style; the pace and color match the jazzy music, with the finale expressed in an exploding juke box which showers out musical notes and gramophone records. The direction is by an unsung genius at Disney, the affable and much lamented late Jack Kinney. The animation is by that early wizard of Disney animators, Fred Moore, whose life was cut tragically short by alcoholism.

The next item "Without You," subtitled 'A Ballad in Blue' was not received with much enthusiasm. The Los Angeles Daily News described it as "completely uninspired," and David Rider, at the London Disney retrospective in 1970 called it "glutinous." It is, at three and three quarter minutes, almost the shortest piece in the film. Like Blue Bayou it is a melancholy ballad and indeed much of Make Mine Music is melancholy, expressing loss of a loved one, loneliness, and despair, for all the frenetic liveliness of dancing and movement. In retrospect we can see that this first year after the war meant disruption and readjustment, often leading to the break up of marriages and partnerships. The Disney Studio was also in a state of uncertainty and unhappiness. The confidence of the Thirties had long been destroyed by the strike, war and economic difficulties.

The singer Andy Russell expresses his loneliness as we see a letter by a window. We track into the window which weeps rain and presents an expressionistic landscape of trees, flowers and skies. The studio publicity described it as an attempt to match sound with image: "The rise and fall of the voice, and its characteristic color are completely welded to the images of scenes in sunshine and rain...a way will be found to determine color schemes for voices and in time people will refer to 'mauve whispers, taupe groans, orange yells.'" There is a real attempt here to explore new ways of using the medium, to avoid personality or character animation, to do away with comic effects, gags or even any kind of storyline. We should credit Disney for his determination to get away from formula. This piece looks as if it may have been intended as part of the Latin American features -- its color and styling suggest this and the composer was Osvaldo Farres with English lyrics by Ray Gilbert. The item has an art deco plasticity which grows more endearing as the years go by, and it repays study for its use of special effects and lap dissolves.

From Baseball to Bad Ballet
"Casey at the Bat," 'A Musical Recitation' is sung -- or rather bellowed -- by Jerry Colonna, whose voice Disney was again to use as the March Hare in the hardly less anarchic Alice in Wonderland of 1951. Since I know nothing of baseball, I find this section incomprehensible and it is thus difficult for me to comment. It is directed with sophistication by Clyde Geronimi; and Mary Blair provided some color sketches. J. B. Kaufman has pointed out to me that there are some self-reflexive jokes in this item including a sign 'Mudville v. Burbank,' with portraits of, among others, Ward Kimball, Jerry Colonna and Jack Kinney.

Josh Meador sketched ballet dancers for the next item "Two Silhouettes." Subtitled a 'Ballade Ballet,' it combines live-action photography of two ballet dancers, David Lichine and Riabouchinska of the Ballet Russes, with animation.

Story and inspirational sketches for the film show its indebtedness to the valentine card and chocolate box. The animation is mostly special effects -- dancers and fountains, flowers, two cupids who have unfortunately crept out of Fantasia. The studio publicity announced, "'Two Silhouettes' is a unique blending of the arts expressed in animated paintings and combining the persuasive power of painting with the rhythmic grace of the ballet." But there is no conviction at the heart of this piece; the incongruity of forms is remarkable. Classical ballet is combined with animation, cupids balance on the ballerina's leg in the form of a see-saw with tableaux of fountains, stardust and gauze. The striving for something new in expression is painful, the taste execrable. But, you may ask, when did we ever look to Disney for good taste? Taste is a bonus that comes with the product and we don't find it among the dancers and cupids of "Two Silhouettes" any more than we do when Belle and the Beast whirl around that appalling ballroom forty five years later. But here, instead of the mocking satirical ballet so confidently caricatured in "The Dance of the Hours" in Fantasia, we have 'L'Homage de Ballet' dressed up in pretty wrappings to hide the central nullity. And alas, we have Disney repeating himself with echoes of earlier work from the golden age. Special effects and brilliant camera work, particularly a tracking shot with the cupids carrying the ballerina up into the sky, add little to the impression of banality but the sequence is no worse than any other musical item emanating from Hollywood at the time.

The enchanting element in this item remains the singing of Dinah Shore who brings grace and real feeling to the song by Charles Wolcott and Ray Gilbert. Once again there is a melancholy sub-text of yearning and unfulfilled desire, and Shore's clarity of phrasing and real understanding of the emotional center of the ballad adds depth and assurance to an otherwise astonishing muddle. What a pity it is that, as far as I know, none of the music for the whole of Make Mine Music is available. A few songs are in Disney collations, but the complete sound track remains hidden from us. It has, I suspect, no commercial value.

"After You've Gone" remains one of the most successful pieces in the film.
Running the Musical Gamut
The next item "Peter and the Wolf" was, like "Clair de Lune," to have formed part of the ongoing or continuing Fantasia that Disney intended. Prokofiev visited the studio on February 28, 1938 while work was at its height on both Pinocchio and Fantasia. He said to Disney, "I have composed this with the hope that I would get to see you and that you would make a cartoon with my music." There is a confidence in the animation, some charming character development and the snowy backgrounds are delicious. The wolf is terrifying and there is some splendid perspective animation as it tries to climb a tree. It is a pity that the over articulate commentary by Sterling Holloway so dominates the imaginative score of Prokofiev. But this was the price paid for popularizing the work after the failure of Fantasia. Prokofiev isn't shelved, as Debussy was shelved with Clair de Lune, but he is underlined, italicized and overemphasized.

There was nothing but praise from the critics for "After You've Gone" played by the Benny Goodman quartet. Directed with flair by the exuberant Jack Kinney, who incidentally directed four out of the ten segments that make up the whole film, he and the animators do not let the music race away with them, but match it equally imaginatively with their semi-abstract shapes of musical instruments that swirl and dance in surrealistic skies and seas. The instruments change shape and pattern, echoing earlier near-abstract Disney. The piano snaking away into the surreal distance reminds us of the abstract patterning of the Bach section of Fantasia and the explosive changes of shape are reminiscent of the Pink Elephants sequence in Dumbo, but "After You've Gone" is unique - there is nothing else quite like it in the whole Disney canon.

Hats and Whales
"Johnny Fedora and Alice Blue Bonnet" must be one of the few Disney films with a violent urban background. This is not diminished by the voices of the Andrews Sisters who sing the story of two hats in love. Indeed the very sweetness of their rendering adds poignancy to the story of how Johnny loses his Alice because she is bought by a patron of the department store and he is left behind. When Johnny is sold he looked "for her uptown and downtown and crosstown from the Brooklyn Bridge to the Jersey shore, and it all seemed in vain till he heard the refrain that Alice had sung of yore..."

A story sketch from "Johnny Fedora and Alice Blue Bonnett," a tale of urban violence and despair redeemed by Johnny's faithful attachment.
Johnny is lost, blown into the street, encounters road works and a pack of city dogs; he is abandoned and then picked up by a tramp who takes him to a variety hall of doubtful repute where his owner becomes involved in a brawl and taken off in a police van. Johnny is left in the gutter to be blown through the streets and almost lost down a drain in the company of broken bottles and cans. Is this Disney? Yes, and of course, it ends happily in spite of the overwhelming mood of frustration and despair. The economic design of the backgrounds, limited animation and expressionistic atmosphere underlines the tension, restlessness, uncertainty and isolation of the city. This is all achieved in just over seven minutes.

The final item doesn't need much explanation as it is probably the most famous. "The Whale Who Wanted to Sing at the Met" is the longest part of the film at fourteen and a half minutes. It is also the most tragic, as Willie dies at the end, harpooned by the stubborn deluded Tetti Tatti who believed he had swallowed three opera singers. Though we see Willie with harp, wings and halo "in whatever heaven is reserved for creatures of the deep...still singing in a hundred voices each more golden than before" the emotion at the end is one of grief that he and his voice is lost forever to us on Earth.

Nelson Eddy narrates and sings this with commendable tongue-in-cheek bravura. If you have never seen this, I must urge you to do so. It parodies opera with the same assurance that the Disney artists brought to their parody of ballet, "The Dance of the Hours," in Fantasia. With firemen in the wings, Willie bursts up through the trap door as Mephisto, blowing off the wigs of the audience and blackening their faces; even the chandelier of the great opera house shakes and quivers to his voice...but alas, this is all an illusion. So powerfully animated is the character of Willie, so exuberant the comic situation we find him in at the Met, and so convincing is his successful debut there, that it comes as a shock when we return to reality and find that the stupid impresario Tetti Tatti has harpooned him, leaving his faithful friend the seagull Whitey inconsolable.

Revisiting the Forgotten
Make Mine Music was not particularly successful. It was too disjointed; audiences were already looking forward to more features with a single story line; and it was too witty. In an ARI survey conducted for Disney, 20% of those surveyed thought it "just average in enjoyment while 33% enjoyed it somewhat more than the average picture." It lacked "heart." Reviewers, like audiences, wanted their Disney traditional, and were not comfortable with the package format with its uneven sections of variable musical quality. The Los Angeles Times said, "The picture is not epochal, except in an incidental way, but at least it is a completely refreshing experience," while Time commented, "Even Walt Disney's best films -- barring his wonderful slapstick -- have suffered from sticky taste; in this effort to be just plain folksy, that stickiness pretty thoroughly gums up the works." Bosley Crowther in The New York Times said, "It is an unblushing patchwork assortment of ten different animated `shorts,' put together with no rhyme nor reason, but like the acts in a musical revue. Some are delightful Disney fancies and some are elaborate junk. Watching it is an experience in precipitate ups and downs." One of the more perceptive British critics, Alexander Shaw, writing in The Spectator, said, "I found the robust approach a great change. (Disney) shows in Make Mine Music that he is not afraid of being influenced by other people's work, and this may well give a new impetus to a talent that was becoming more notable for ingenuity than for anything else."

Willie the Whale's heart-wrenching story leads from a successful operatic performance at the Met to his ultimate demise at the hands of an inhumane human.

At the first ever Disney retrospective at The National Film Theatre, London, in 1970, the curator David Rider wrote, "This film has been, perhaps unfairly, described as `the poor man's Fantasia'...Of the ten sequences, seven are perfectly satisfactory...and in some cases they are quite excellent...Personally I think that Disney's would be well advised to consider re-issue of the entire feature." Disney was again honored in 1989 with a major retrospective at London's National Film Theatre. One of the curators Brian Sibley commented that "genuine and quite breathtaking beauty is achieved in 'Blue Bayou'...and for sheer inventiveness, the animation plaudits go to the two Goodman numbers...But perhaps the most memorable sequence is 'The Whale Who Wanted to Sing at the Met.'"

Now, after fifty three years of neglect, we have the opportunity to reassess Walt Disney's Make Mine Music. Its sharp, satiric surface, coupled with the undercurrent of melancholy and sadness, looked intellectually outside the studio for inspiration. I suspect this is due partly to the production supervisor Joe Grant, who was articulate, well read and a powerful creative force in the studio from the mid-Thirties, and also to his team, especially Jack Kinney -- but it is invidious to suggest individuals. The work is collective evidence of what the studio was doing in 1946, and should be given a chance to be judged as a whole. Later Disney films repeat and reflect a more conservative, less abrasive, less unsettling climate. This film is sui generis, i.e. in a class by itself.

*This article is an expansion of a paper given for the tenth annual conference of the Society for Animation Studies, Chapman University, Orange, California, August 15, 1998, to whom grateful acknowledgment is made. My thanks also to the editor of Animator, No. 19 Apr/June 1987 for permission to include material from my article Make Mine Disney in that issue.

(1) I have reassessed Education for Death for a forthcoming issue of Persistence of Vision edited by Paul Anderson. See Richard Shale, Donald Duck Joins Up (Ann Arbor, Michigan: UMI Research Press, 1982) for a full account of the war years and the Disney Studio. For an outstanding reappraisal of Disney in the context of American society, see Steven Watts, The Magic Kingdom: Walt Disney and the American Way of Life (Boston/New York: Houghton Mifflin, 1997). Watts comments that the studio's "immersion in government work produced both a staggering volume and an incredible variety of films" (p. 229).

(2) The best account of the films from what I have described as the forgotten years is still that by Leonard Maltin, The Disney Films (1973; New York: Crown, 1984). Richard Holliss and Brian Sibley give the period due consideration in their The Disney Studio Story (London: Octopus, 1988) and John Grant is similarly comprehensive in his Encyclopedia of Walt Disney's Animated Characters (1987; New York: Hyperion, 1998). The period is largely ignored in the biographies.

(3) Sylvia Holland's work is analyzed in my 'Sylvia Holland: Disney Artist,' Animation Journal 2 (Spring 1994) 31-41. John Canemaker also pays tribute to her work in 'The Fantasia That Never Was,' Print 42 (1988) 76-87, 139-140 and in Sylvia Moberly Holland, catalogue, Animation Art (Burbank: Howard Lowery, 5 Aug. 1990) 49-50.

Robin Allan is a writer and art historian based in Derbyshire, England. He has written extensively on Disney and has lectured on the subject in Britain, Europe, Canada and the United States. His book, Walt Disney and Europe, will be published this year by John Libbey.

Note: Readers may contact any Animation World Magazine contributor by sending an e-mail to editor@awn.com.