Fun and Fancy Free

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Fun and Fancy Free
Original theatrical release poster
Directed by Jack Kinney (animation)
Bill Roberts (animation)
Hamilton Luske (animation)
William Morgan (live-action)
Produced by Walt Disney
Written by Homer Brightman
Eldon Dedini
Lance Nolley
Tom Oreb
Harry Reeves
Ted Sears
Sinclair Lewis (original author of Bongo)
Starring Cliff Edwards
Edgar Bergen
Luana Patten
Walt Disney
Clarence Nash
Pinto Colvig
Billy Gilbert
Anita Gordon
Dennis Day
Narrated by Dinah Shore
Sterling Holloway
Music by Oliver Wallace
Paul Smith
Edited by Jack Bachom
Distributed by RKO Radio Pictures, Inc.
Release dates
  • September 27, 1947 (1947-09-27)
Running time
73 minutes
Country United States
Language English

Fun and Fancy Free is a 1947 animated feature produced by Walt Disney and released by RKO Radio Pictures on September 27, 1947. It was one of the "package films" (feature-length compilations of shorter segments) the studio produced in the 1940s.

The "Mickey and the Beanstalk" portion of the film was the last time Walt Disney voiced Mickey Mouse, because he was too busy on other projects to continue voicing the famous character. Disney replaced himself with sound effects artist Jimmy MacDonald.

Film segments[edit]

This film features two segments: "Bongo," narrated by Dinah Shore, and "Mickey and the Beanstalk," narrated by Edgar Bergen. Jiminy Cricket first appears inside a large plant in a large house, exploring and singing "I'm a Happy-go-Lucky Fellow", until he happens to stumble upon a doll, a teddy bear, a record player with some records, and is forced to set up to play the story of Bongo.


This segment is based on the tale "Little Bear Bongo" by Sinclair Lewis, which follows the adventures of a circus bear named Bongo who wishes he could live freely in the wild. Bongo is raised in captivity and is praised for his performances, but is poorly treated once he is off stage. As such, while traveling by train his natural instincts urge him to break free. As soon as he escapes and enters a forest, a day passes before his idealistic assessment of his new living situation has been emotionally shattered and he experiences some hard conditions. The next morning however, he meets a female bear named Lulubelle. The two fall in love, until Bongo immediately faces a romantic rival in the brutish, enormously-shaped bear named Lumpjaw. Bongo fails to interpret Lulubelle slapping him as a sign of affection and when she accidentally slaps Lumpjaw, he claims her for himself, forcing all other bears into a celebration for the "happy" new couple. Bongo comes to understand the meaning of slapping one another among wild bears and returns to challenge Lumpjaw. He manages to outwit Lumpjaw for much of their fight until the two fall into a river and go over a waterfall. While Lumpjaw is swept away and dies, Bongo's hat saves him from falling down and he is finally forced to claim Lulubelle as his mate.

Bongo is narrated by actress Dinah Shore.

Mickey and the Beanstalk[edit]

This segment is an adaptation of Jack and the Beanstalk with Mickey Mouse, Donald Duck, and Goofy as peasants who discover the temperamental Willie the Giant's castle in the sky through the use of some magic beans.

Mickey and the Beanstalk was narrated by Edgar Bergen in live-action sequences, who, with the help of his ventriloquist dummies Charlie McCarthy and Mortimer Snerd, told the tale to child actress Luana Patten at her birthday party.

A third version of Mickey and the Beanstalk was on the Disney television show "The Mouse Factory", which aired from 1972 to 1974. This version starred Shari Lewis and Lamb Chop.

Mickey, Donald and Goofy lived in a place called "Happy Valley", which was plagued by a severe drought after a golden harp that sang to make people happy was stolen from the castle in Happy Valley. The trio had absolutely nothing at all but just one loaf of bread and a single solitary bean; in a memorable scene the bread was cut into paper-thin slices so that you could see right through it. After Donald, who was driven insane by hunger, broke the fourth wall and attempted to kill their cow with an axe, Mickey had no choice but to trade the cow for money to buy food. However, Goofy and Donald are excited about eating until Mickey comes back and reveals that he traded their beloved bovine for magic beans. Thinking that Mickey was tricked, Donald furiously throws the beans and they fall through a hole in the floor. However, it develops the beans are truly magical as later that night, a beanstalk sprouts and it carries their house upward as it grows. Climbing the gigantic beanstalk they enter a magical kingdom of enormous scope, and once they enter the castle, Mickey, Donald and Goofy help themselves to a sumptuous feast. This roused the ire of Willie the Giant, who has the ability to transform himself into anything. When spotted by Willie, Mickey spys a fly-swatter and asked Willie to demonstrate his powers by turning into a fly. However, Willie initially suggested turning into a pink bunny, but agreed to Mickey's request. Instead, he turns into a pink bunny anyway, seeing Mickey, Donald, and Goofy with the fly-swatter. An angry Willie captures Mickey, Donald, and Goofy and locks them in a box so as to keep them from pulling any more tricks. Mickey is the first one to escape. In order to escape, Mickey must find the key and rescue them, and does so with the help of the singing golden harp. As soon as they are free, the hapless heroes return the golden harp to her rightful place and Happy Valley is restored to its former glory, killing the giant by chopping down the beanstalk and exploding it to bits (the end has never been shown, and a happy ending has been declared).

The cartoon ends with Willie the Giant (who has survived the fall) stomping through Hollywood looking for Mickey Mouse. Before the scene closes, Willie notices The Brown Derby restaurant and picks up the building searching for any sign of Mickey and since the restaurant looks like a hat, places it on his head, and stomps off with the HOLLYWOOD lights blinking in the background.

Voice cast[edit]


During the 1940s, Mickey and the Beanstalk and Bongo were originally going to be developed as two separate feature films.

In the late 1930s, Mickey's popularity fell behind Donald Duck, Goofy, Pluto and Max Fleischer's Popeye. To boost his popularity, Disney and his artists created cartoons such as "Brave Little Tailor" and "The Sorcerer's Apprentice", which was later included in the feature film Fantasia. In early 1940 during production on Fantasia, animators Bill Cottrell and T. Hee pitched the idea of a feature film based on Jack and the Beanstalk starring Mickey Mouse as Jack, with Donald Duck and Goofy as supporting characters. When they pitched it to Disney, he "burst out laughing with tears rolling down his cheeks with joy", as Cottrell and Hee later recalled. Disney enjoyed it so much he invited other employees to listen to their tale. However he said as much as he enjoyed it, the film would never go into production because as Disney claimed, they "murdered [his] characters".[1] However, Cottrell and Hee were able to talk Disney into giving it the greenlight and story development as The Legend of Happy Valley, which commenced on May 2, 1940.[2]

The original treatment remained more-or-less the same in the film. However, there were a few deleted scenes. For example, there was a scene in which Mickey took the cow to market where he meets Honest John and Gideon from Pinocchio who con him into trading his cow for the "magic beans".[2] Another version had a scene where Mickey gave the cow to the Queen (played by Minnie Mouse) as a gift, and in return she gave him the magic beans. However, both scenes were cut when the story was trimmed for Fun and Fancy Free and the film does not explain how Mickey got the beans.

Shortly after the rough animation on Dumbo was complete in May 1941, The Legend of Happy Valley went into production, using many of the same cast, although RKO doubted it would be a success.[3] Since it was a simple, low-budget film, in six months fifty minutes was animated on "Happy Valley". Then on October 27, 1941, due to the Disney animators' strike and World War II which had cut off Disney's foreign release market caused serious debts so Disney put The Legend of Happy Valley on hold.[3]

Meanwhile, production was starting on Bongo, a film based on the short story written by Sinclair Lewis for Cosmopolitan magazine in 1930. It was suggested that Bongo could be a prequel to Dumbo and some of the cast from the 1941 film would appear as supporting characters,[2] however the idea never fully materialized. In earlier drafts Bongo had a chimpanzee as a friend and partner in his circus act. He was first called "Beverly" then "Chimpy", but the character was ultimately dropped when condensing the story.[2] Bongo and Chimpy also encountered two mischievous bear cubs who were dropped.[2] Originally, the designs for the characters were more realistic, but when paired for Fun and Fancy Free the designs were simplified and drawn more cartoony.[2] The script was nearly completed by December 8, 1941, the day after the attack on Pearl Harbor.[2]

On that same day the army came into the studio and would take over all production. Due to this Bongo was put on hold, along with Alice in Wonderland, Peter Pan, The Wind in the Willows, Song of the South and The Legend of Happy Valley. During the war the military asked the Disney studio to produce instructional and propaganda films. During and after the war Disney stopped producing single narrative feature films due to costs and decided to "package" animated shorts to make feature films, a package film. He did this during the war on Saludos Amigos and The Three Caballeros and continued after the war until he had enough money to make a single narrative feature again.

Disney felt that since the animation of Bongo and The Legend of Happy Valley (renamed Mickey and the Beanstalk) was not sophisticated enough to be a Disney animated feature film, the artists decided to include the story in a package film.[3] At first Disney wanted Mickey and the Beanstalk paired with Wind in the Willows (which was in production around this time), under the new title Two Fabulous Characters. However Mickey and the Beanstalk was cut from Two Fabulous Characters and paired with Bongo instead. Two Fabulous Characters eventually added The Legend of Sleepy Hollow and was re-titled The Adventures of Ichabod and Mr Toad.[1]

Disney had provided the voice for Mickey Mouse since his debut in 1928, and Fun and Fancy Free was the last time he would voice the role, since he no longer had the time or energy to do so. This was sound effect artist Jimmy MacDonald's first turn at doing Mickey's voice, as he dubbed in additional lines due to the fact that Disney recorded most of Mickey's dialogue in the spring and summer of 1941. Disney however, reprised the role for the introduction to the original 1955-1959 run of The Mickey Mouse Club.[4]

Celebrities Edgar Bergen and Dinah Shore introduced the segments in order to appeal to a mass audience. Jiminy Cricket from Pinocchio sings "I'm a Happy-go-Lucky Fellow", a song written for and cut from Pinocchio before its release.[2]

Directing animators[edit]

Release and reception[edit]

The film was released on September 27, 1947 and enjoyed fairly decent reception. The Disney package films of the late 1940s helped finance the 1950 movie Cinderella, and subsequent others, such as Alice in Wonderland and Peter Pan.

TV broadcasts and home video releases[edit]


Although the two shorts were not individual full-length features, as was the original intention, they did air as individual episodes on Walt Disney's anthology TV series in the 1950s and 1960s. Mickey and the Beanstalk, aired on a 1963 episode with new introductory segments, and Ludwig Von Drake's narration (voiced by Paul Frees) replacing Edgar Bergen (and the sassy comments of his ventriloquist dummy Charlie McCarthy). Another version of Beanstalk replaced Bergen with narration by Sterling Holloway, as a stand-alone short in such venues as the 1980s TV show, Good Morning, Mickey!. This short was one of many featured in Donald Duck's 50th Birthday.

In 1982, Fun and Fancy Free was released in its entirety on VHS. It was re-released on VHS in 1997 and 2000. It was released on laserdisc in 1997, and on DVD in 2000. In 2004, the theatrical version of Mickey and the Beanstalk was released as a bonus feature on the Walt Disney Treasures set Mickey Mouse In Living Color, Volume Two. The TV version, featuring Ludwig Von Drake narrating, is available as part of the Disney Animation Collection (Volume 1).

The two shorts were also released by themselves. Bongo and Mickey and the Beanstalk were released separately 1988 in the Walt Disney Mini Classics line. In this case, Bongo is similar to the one that aired on the anthology series, in a 1955 episode, which uses Jiminy Cricket's narration and singing replacing Dinah Shore's. Similarly, the Ludwig Von Drake version of Mickey and the Beanstalk was released in the Mini Classics. This version was then re-released in 1993, as part of Disney's Favorite Stories collection. "Fun and Fancy Free" was released in a 2-Movie collection Blu-ray with The Adventures of Ichabod and Mr. Toad on August 12.[citation needed]

Alternate versions[edit]

The video and TV releases of Mickey and the Beanstalk have different edits in many parts:

  • In the TV version the opening scene where "Happy Valley" is shown being developed as a vision is absent.
  • In some VHS releases,[which?] the scream of the harp is deleted when the giant kidnaps her.
  • In the TV version, the scene where Mickey, Donald and Goofy are walking through the giant's footsteps is deleted.
  • In some VHS releases, the dragonfly scene was shortened to the part where the fish eats it. The reason is unknown, but probably due to references to World War II.
  • In some VHS releases, the clip of Goofy diving into the gelatin to retrieve his hat, was shortened to him diving into the walnut bowl.
  • The TV version had music added to some parts[where?].
  • In the theatrical version, when Willie awakens to chase Mickey and the others, Luana is heard saying, "Oh!". This was edited out of the TV version, but some VHS releases left it in.

See also[edit]


  1. ^ a b Gabler, Neal (2006)"Walt Disney: The Triumph of American Imagination", Alfred A. Knopf Inc, New York City
  2. ^ a b c d e f g h "The story behind Fun and Fancy Free", Disney VHS, 1997
  3. ^ a b c Barrier, Michel (1999) Hollywood Cartoons Oxford University Press, United Kingdom
  4. ^ Walt Disney Treasures: Mickey Mouse in Living Color - Volume 2 (Bonus Material "Color Titles from 'The Mickey Mouse Club')

External links[edit]