Classic No. 9 Fun and Fancy Free (1947)

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1947 Fun and fancy free

Fun and Fancy Free consists of two features that were put on hold, originally intended to be individual feature-length films, until a strike happened, a war happened, the company had got itself into serious debt (hence the seemingly endless barrage of package films) and Walt Disney deemed the animation not sophisticated enough for them to be released as animated feature films. So out of that clear buzzkill we get Fun and Fancy Free. Sounds promising …

Fun and Fancy Free is yet another vehicle (of many) to boost Mickey Mouse’s popularity, because clearly Walt could not accept the fact that more explicitly amusing characters like Donald Duck, Pluto, Goofy and Max Fleischer’s Popeye were more popular than his beloved mouse. Therefore, Walt Disney’s continuation to push Mickey Mouse till kingdom come indicates the desperation to maintain him as the company’s icon.

(Special Note from Melissa: And my mind instantly goes to the Saturday Night Live ‘Disney Vault’ sketch:

MICKEY MOUSE: ‘[Walt Disney] created me, think of all the laughs I’ve given you!’

BAFFLED GIRL: ‘You’re supposed to be funny?’

MICKEY MOUSE (Deflated): ‘Yeah …’)

We came across a truly scary anecdote in which Walt Disney allegedly ‘burst out laughing with tears rolling down his cheeks with joy’ when a pair of animators, T. Hee and Bill Cotrell, pitched the idea of Mickey and the Beanstalk to him … until he emphasised that this project would never be greenlit because they ‘murdered his characters’ …

… We truly don’t know what to make of that.

It’s as if Walt pulled this trick on his animators:


‘[Big smile] Hahahaha that was comic genius! …. [Devastation] You killed my characters how dare you! – I’ve fired men for less!’

Somehow they convinced him that the characters would be ‘safe’ and the project obviously did go ahead, beginning production in 1940, although back then it was known as The Legend of Happy Valley. Fifty minutes had been animated by 1941, but the film was put on indefinite hold due to war cutbacks, the company’s serious debts and the infamous animators’ strike. When the idea fell into the ‘Pit of Despair’ –

Otherwise known as Package Film territory 

Walt Disney wanted to the pair it with The Wind in the Willows under the title, Two Fabulous Characters. Props for a hilariously blunt title – shame it didn’t get used.

It is the last film in which Walt Disney provides the voice for Mickey Mouse (combined with Jimmy Macdonald, who would continue to voice Mickey Mouse from 1947 to 1977), as he became too busy, he lacked the energy and his voice grew too hoarse to continue voicing the character.

Bongo (oh yes nearly forgot about you) was based on a short story by Sinclair Lewis from Cosmopolitan magazine in 1930. Bongo was initially considered to be a potential sequel to Dumbo, featuring characters from the latter, but the idea never amounted to anything of substance. However, Fun and Fancy Free does feature a range of different Disney characters mashed together into one film, so in a way this film does sound promising … or so we thought …

Let’s begin!

Once again no Original Trailer.

If anyone finds one let us know. However, we seem to be inching towards the 1950s and the end of the Package Film era, therefore we will be able to bring that lovely feature back. It does not feel the same without it. We miss you Original Trailer Man. We hope you’re still around in the 1950s.

Performers continue to be billed before the title (of course not before Walt Disney, that would be blasphemous!), although in this case, just two, Edgar Bergen and Dinah Shore. The other performers are billed following the title. Fictional characters such as Mickey Mouse and Donald Duck are billed as stars, but strangely enough child actor Luana Patten is billed alongside the fictional characters, even though she herself is not fictional. Headache.

Anyway, the title in the opening credits says ‘Fun’ three times before revealing itself in full. It is as if they are trying to convince us … or perhaps even themselves.

Make Mine Music dispensed with the uneven framing devices that had strung together the sequences of the previous Package Era films, but Fun and Fancy Free brought about a return to form. More effort is made with the transitions, but to the extent that they take up way too much time – especially in the second half of the film. It is also around this point that the connecting factor between the transition sequences becomes more flimsy, as if they forgot that they were meant to be connected (but more on that later).

The film begins immediately after the opening credits with a song from Jiminy Cricket (once again voiced by Cliff Edwards) ‘I’m A Happy Go Lucky Fellow’ (an unused song from Pinocchio). It is a clever little sequence which appears to show the loveable cricket floating down an exotic river, before he is revealed to actually be on a water feature inside someone’s house.


He leaps onto a bookshelf and humorously points out the grim nature of some of the book titles.

(Special Note from David: A book entitled “Misery for the Masses” was a particular highlight!)

He then encounters another familiar face, Cleo the goldfish, which is a little odd to say the least. Her presence doesn’t really serve any purpose – as we see nothing of any other characters from Pinocchio – and she is only around for about a minute, before disappearing and not being seen again. Jiminy escapes the room when a cat chases him out, although curiously the cat is not Figaro.

 jiminy cat 

A real missed opportunity there. Who are you? 

(Special Note from Melissa: Was incredibly gutted as the adorably grumpy Figaro was my favourite character from Pinocchio. Oh Fun and Fancy Free you are a tease)

Fun Fact: They were clearly going somewhere with Pinocchio referencing, as Honest John and Gideon were going to make cameo appearances in Mickey and the Beanstalk, selling Mickey Mouse the magic beans.

Jiminy reassures a stressed Cleo that worries are pointless and that we all need to chill out. Hakuna Matata and all that jazz. Oh sorry, Fun and Fancy Free!


Ah newspapers – forever an accessible means to scare the living daylights out of people.

Plus: Is Jiminy reading The Daily Mail by any chance?

Anyway, Jiminy encounters a gloomy looking doll, alongside an equally glum looking toy bear. He tries to spread the good feeling around, which leads to the discovery of a record entitled ‘Bongo’ which he then brazenly explains is a musical story sung by Dinah Shore.

Thank you Jiminy!

(Special Note from Melissa: So if Pinocchio, like its source material, is set in the 1800s, how old must Jiminy be?! And Cleo! Did the Blue Fairy make them immortal? Or did they time travel to the 1940s for the existence of Dinah Shore and musical records to be validated? … Pedantic I know but still!)

And with that we have our first sequence:

BongoA Musical Story … Sung by Dinah Shore …

Introduced by Jiminy Cricket … Voiced by Cliff Edwards … Who previously appeared in Pinocchio

Enough already!


Bongo begins at a circus, not unlike the one from Dumbo, although very little time is wasted in demonstrating the cruelty of such an environment. The human characters are never seen, apart from their hands as they roughly yank Bongo around behind the scenes. We wonder how Walt Disney himself felt about circuses, because they are not always given the greatest press in his films.


Poor Bongo!

Bongo’s design brought certain other Disney characters to mind, demonstrated thusly –





 bongo circus

It doesn’t take long before Bongo decides to leave the circus, and start out a new life in the wilderness – and after some cajoling from a sinister hallucination of himself – he breaks free.

At first he enjoys the beauty of the forest; in fact several minutes are spent showing him wandering around with the extras from Bambi and Snow White.

Bongo pulled by critters

The fact that Bongo is a non-speaking character probably bodes well, as none of these characters got lines in their other films either.

But then things take a nightmarish turn during the night, when he is woken up by exceptionally loud insects, and then a storm begins, and he manages to narrowly avoid being struck by lightning multiple times. It is as if the lightning has a serious vendetta against him. It literally chases after him!

He looks all set to leave the forest, but then he sees a female bear named Lulubelle, and the two of them immediately fall in love. This leads into a lengthy song sequence, which would likely provide the inspiration for the Care Bears many years later.

(Special Note from Melissa: During the sequence I couldn’t help but sing, ‘Who’s that comin’ from somewhere up in the SKY! Moving fast as bright as a FIREFLYYYYYYY! … Let’s do that Care Bear Countdown!!!!!!’ I hopefully did not drive my co-writer mad in the process)

 care bears bongo in love

Bears and hearts in the clouds SELL!


Errrrrr … creepy?

Unfortunately Bongo is not the only bear seeking her affections, and the giant bear Lumpjaw arrives on the scene. Lulubelle jumps in between the two and gives Bongo a slap, which he misinterprets as a sign of aggression as opposed to affection – what an idiot (?!) clearly – and this leads to another lengthy song sequence in which it is explained that bears show affection by slapping one another.

This sequence does at least produce some funny images, and the song is bouncy and enjoyable enough, despite the morally dubious lines!

In a typical rom-com style misunderstanding, Bongo believes that Lulubelle no longer cares for him, and he slumps away Charlie Brown style. However when he sees the plot convenient song about bears slapping each other to show affection, he makes this face:


Ohhhhhhhhhhhhhhhhhhhhh … bear in mind, it takes about a million choruses for the penny to finally drop. Too many unicycle tumbles have clearly had an impact on Bongo.

Finally, there is a big Popeye-style fight between the two male bears, over the affection of Lulubelle. Bongo emerges victorious, and the sequence comes to an end.


Just before these trees snap back, flinging Bongo back to the circus, and Lulubelle into parts unknown

We then return to Jiminy, who has retained his fondness for the ladies…

 Jiminy and doll

Don’t act like you’re shocked to see us Jiminy. We know you only too well (*wink*). We bet you were sorry that you weren’t around for The Three Caballeros. 

He leaves the now smiling doll and bear together, as there is another sequence to get to, and although Jiminy is still present for the second set of transition scenes, his appearances become sparser, and he suspiciously doesn’t say much. It is almost as if they did not intend for these two features to be strung together …

Instead we are guided through the second story by Edgar Bergen, a famous ventriloquist of the time, who is entertaining child actress Luana Patten (who featured in Song of the South) on her birthday, with some of his creepy dummies, Charlie McCarthy and Mortimer Snerd. Yes we are aware that these particular dummies are part of entertainment culture and history (plus we do like some classic puppet television programmes), and we respect that fact, but … oh dear God we found them scary and really really out of context!

tumblr_mv906wCkF71qiceiuo1_1280 Fun-and-fancy-free-bergen1

These scenes are where the film really shows its age, almost entirely devoid of charm due to the gloomy colours and sinister-looking ventriloquist dummies. Again this is not an anti-puppet tirade – puppet shows can be really charming and delightful! But in this case it was like watching a scary episode of Pipkins. In spite of this, Edgar Bergen has a pleasant enough speaking voice, and so he serves well as the narrator of the second story. Or at least he would if his uncanny characters did not keep interjecting. Also, the sequence is not allowed to simply play out, as it is constantly interrupted by more skits involving Bergen’s puppets. However, these interruptions notwithstanding, onto the second story:

Mickey and the Beanstalk


There is some short exposition in which the idyllic ‘Happy Valley’ is shown, presided over by a magical singing harp.

 fun-and-fancy-free-6 Walt-Disney-Screencaps-Princess-Cinderella-walt-disney-characters-34414758-500-371

They must be prepping us for better times to come! SOON!

Everything goes awry though, when the harp is stolen by an mysterious assailant.


The eventual reveal of the thief does not quite correspond with what is shown in this image!

Mickey, Donald and Goofy then appear as three impoverished farmers, who have fallen on hard times, due to the famine that was brought about by the loss of the harp.


Donald wastes very little time in going completely nuts, then grabs an axe and makes an attempt to kill their cow.

(Special Note from Melissa: When the shot cut from starving Donald to the axe, I genuinely forgot they had a cow and thought he was going to attempt to kill Mickey and Goofy. It seemed very Lord of the Flies-ish at that point!)

 fun-and-fancy-free-1947-donald-duck-e1273952940242 images


Mickey intervenes, because he has a much better idea: sell the cow in exchange for some magic beans (again it really is a pity that we did not get to see Honest John and Gideon again … although another consideration was Minnie Mouse as a Queen figure). The magic beans then sprout in the night, uprooting their house as a giant beanstalk shoots up into the clouds.


Before they reach the Giant’s abode, Donald is attacked by a torpedo-like dragonfly … who must have seen The Three Caballeros.



Luckily for the three amigos, the dragonfly is devoured by a fish and they continue on their way.

The three eventually find themselves in the home of a giant named Willie, who is voiced by Billy Gilbert, the voice of Sneezy in Snow White and the Seven Dwarfs.


He is introduced as a likeable, camp dimwit – even though he is the villain – who has the ability to shapeshift at will. This will prove to be an invaluable plot device later on, when he transforms into a pink rabbit in the hope that this will get a laugh from the audience.


(Special Note from David: It didn’t work)

(Special Note from Melissa: Pink bunnies are only amusing in this form –

 Plus they’ll do the whole shape-shifting concept much better in years to come with Madam Mim in The Sword In The Stone. Although with reference to pink dragons instead of pink bunnies!

Lastly … Shame we did not get to see the promised fly ‘WITH PINK WINGS!’)

It turns out that Willie stole the harp, even though the thief looked nothing like him – the true purpose behind the shapeshifting ability is revealed: it compensates for inconsistent animation! Mickey, Donald and Goofy rescue the harp as they make their escape. Mickey stays behind so that he can tie Willie’s shoelaces together (classic gag!) but this doesn’t work as Willie wakes up and chases them away.

Mickey Mouse’s ideas and quick-thinking in response to the slow-witted Giant effectively contribute to tension and amusement in the scene.


Oh you loveable rascal you!

They return to the ground, rapidly cut down the beanstalk, causing Willie to fall to his… not death.


The sequence then comes to an abrupt end, and we never actually get to see ‘Happy Valley’ get restored. This is because of a final scene involving Edgar Bergen explaining that Willie didn’t really die because he is a fictional character, just before Willie pulls the roof off the house searching for Mickey.


Edgar passes out, and Willie wanders through Hollywood to end the film – just … because!

There is no final appearance from Jiminy to wrap things up, and his inclusion in the Edgar Bergen scenes was largely superfluous. This incredibly loose connection only adds to the overall feeling that these two stories were literally just thrown together …

(Special Note from Melissa: It is pretty amusing that Jiminy was invited to this party and yet no one acknowledges that he is there. He just lies beside some live action chocolate cake …)

David’s Verdict:

I initially thought that Fun and Fancy Free would be one of the better package films, since it contained only two sequences, meaning that more time could be dedicated to storytelling, as well as creating some semblance of the typical Disney-formula last seen during the Golden Age. This turned out not to be the case, and as a result the film grew tiresome very frequently. Bongo stretches its very thin storyline out to more than half an hour, when it could just as easily be told in half the time. The fact that none of the characters speak throughout the entire sequence does not help matters. Although there were some funny moments, especially during the fight between Bongo and Lumpjaw, the overall sequence could really do with some editing.

Mickey and the Beanstalk had an entirely different problem: the constant interruptions from Edgar Bergen and his hideous ventriloquist dummies. I wasn’t enjoying their first scene together, but once the story began I thought that we’d seen the last of them. I was sadly mistaken in this assumption. They made the whole sequence feel a lot longer than it actually was, and it probably would have been a lot more enjoyable if these interruptions had been cut entirely. The actual story itself had some entertaining scenes, such as Donald going insane with hunger, and the three companions sleeping throughout the growth of the beanstalk. It was a nice touch to use the same voice actor who had previously voiced Sneezy in Snow White and the Seven Dwarfs to play Willie the giant, but as far as Disney villains go, Willie is pretty easy to forget.

I think that for me the most enjoyable part of the film was the opening five minutes: “I’m A Happy Go Lucky Fellow” was a nice song, and the accompanying sequence was much better paced than anything that would follow. Overall, I thought the film was okay and nothing more. Both sequences had severe issues with pacing, which meant that there were many moments throughout the film when I felt bored.

Melissa’s Verdict:

Fun and Fancy Free has moments of clever slapstick and smart gags (likely the film’s biggest strength), primarily in the imaginative ways in which Mickey Mouse attempts to outsmart the Giant and Bongo’s fight with Lumpjaw. There is nothing wrong with the story ideas as such, but they just both feel unspectacular, not as individual shorts but as an overall film. My attention frequently wandered. During the film, a sequence would begin that I would initially enjoy, but it would outstay its welcome. For example, when Goofy jumps on the jelly, it starts off as an amusing gag, but then it feels like it is never going to end. It is the same with the sequence between Bongo and Lulubelle in the clouds – it feels longer than necessary.

Although I think that Dumbo is a better film, it reminds me of the way I felt after watching Dumbo. To me, Dumbo seemed slightly short to feel like a feature film, yet too long to be a short – caught in the middle! Bongo and Mickey and the Beanstalk may have benefitted from being either longer (with more development, as was originally intended) or shorter (with much less filler). Plus, with all due respect to Edgar Bergen, his puppets are rather unnerving and I felt puzzled by their presence in this particular film. Plus why was Luana the only kid at her birthday party? Could they have at least had a small group of non-speaking kids there to listen to the story? It could have offered more energy to the scene. In a way it reminded me of a moment from Anchors Aweigh, when Gene Kelly asks Dean Stockwell and his school chums to imagine a story as he tells it, and the image appears (a similar device was used when Bergen starts to tell the story – wonder if they were influenced!).

For me, Mickey and the Beanstalk is the superior of the two extended shorts. The chemistry between the characters is enjoyable, but it unfortunately keeps getting interrupted by the uncomfortable birthday party. I watched the same short with the Ludwig Van Drake narration and although not perfect, it felt less invasive. Jiminy Cricket is a charismatic presence, establishing a promising opening to the film in his ‘Happy Go Lucky Fellow’ number. However, he appears less and less until he practically disappears from the film all together.  The film did not have the exhausting mayhem and insanity of The Three Caballeros, the mellow sincerity of Saludos Amigos nor the variety show feel of Make Mine Music. It was two extended shorts awkwardly strung together – it is clear that they had to compromise their original intentions.


Not that awards necessarily matter (they are not always indicative of quality), but Fun and Fancy Free is the first of all of Disney’s feature animated films not to be nominated for any kind of award. In a way, we are not surprised.

However, the film did receive a decent critical reception on its release in September 1947, and like the other Package Films, contributed to Disney’s financial situation and eventual return to full length features. Yet again let’s turn to Bosley Crowther for his inspired perspective from the time – he describes Fun and Fancy Free as ‘familiar and fairly obvious’, although he heartily praises the growth of the beanstalk – ‘It is such stuff as this in Disney pictures that nourishes faith’. Indeed so!

Apparently the famed ventriloquist, Edgar Bergen was mortified when he saw the film because he saw his lips moving so often (he felt he had become spoiled by his radio work). Oh well we all learn from our errors!

The shorts would be aired on television in isolation from one another. In fact, for one version of Mickey and the Beanstalk, Edgar Bergen and his puppets are cut and replaced with Ludwig Von Drake and another version with all-time Disney favourite Sterling Holloway (the original intention was for him to voice it when the film was being developed in 1940). In another version of Bongo, Dinah Shore’s narration would be replaced with Jiminy Cricket.  

This film, again, was the last time that Walt Disney would regularly do the voice for Mickey Mouse, although he would do the introductions to the original run of The Mickey Mouse Club. From that point on, he would be replaced full-time by sound effects artist Jimmy Macdonald (whose voice can be heard in Mickey and the Beanstalk as it is a combination of both him and Walt Disney).

P.S. Happy Birthday Mickey Mouse! 85 TODAY!

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17 Responses to Classic No. 9 Fun and Fancy Free (1947)

  1. Great review!

    From what I remember, this film was…passable. And “Two Fabulous Characters” would make an awesome movie title!

    • Thank you. Yes, it would have been a great movie title – shame they didn’t go with that original idea.

      We both enjoyed “Make Mine Music” so we thought that the Package Films were improving, but this one really dragged our expectations down again.

      • “Melody Time” is a picker-upper after this film, although not as good as “Make Mine Music”.

        But all will be mended when you hit “The Adventures of Ichabod and Mr. Toad”.

        • Yes we’re quite excited about ‘The Adventures of Ichabod and Mr Toad’ as it looks like more of a return to form for Disney. Plus there is an original trailer for that! So we can finally put that feature back in 🙂 Hopefully we’ll get a kick out of ‘Melody Time’ too. Will have to wait and see!

  2. anii654 says:

    Great job as usual you too. I only watched the Bongo short, and got bored and wandered 3-4 minutes in. As you can see, Package films and I are not good friends.

    • We’re glad that we’ve watched all the Package Films – if for no other reason than to say that we’ve seen every film – but we probably won’t watch them again.

      We’re very excited to be nearing the end of the Package Film era, only two more to go!

      (Thank you for commenting!)

  3. starlac says:

    Great review of a really lacklustre film.

    Given the option, I think I would rather watch The Care Bears Movie again before this one, (probably not the sequel though). :S

    • Thanks! 🙂 Make Mine Music was pretty good as package films go so it raised our expectations and … this one came along and lowered them again! Hopefully Melody Time will be better.

      Note from Melissa: Would likely get more of a kick out of watching both Care Bears films than Fun and Fancy Free again. At least the Care Bears sequel has Daaaaaaaaaaark Heeeeeeeeeart (who I think ended up being funnier than was intended!)

  4. cokieblume says:

    I laughed out loud at Aladdin’s cross face and the Game of Thrones clip. Awesome. Now I am working my way through all your reviews and perhaps this question has been answered on one I haven’t got to yet but since I feel ‘Fun and Fancy Free’ is the worst film I have watched so far in my own attempt to review all these films, I wanted to ask if you both agree or if there is one you think is worse? I am actually keeping a ranking of best to worst as I go, to post when I finally get to the end, are you doing something similar?

    • We’ll probably do Top 10s, best and worst, and yes so far we feel that ‘Fun and Fancy Free’ is the worst so far. We wrote an overview review in which we said it was the worst:

      It’s dull, weirdly paced and also … scary puppets :O

      • Cestler says:

        Seeing as ‘The Aristocats’ and ‘The Black Cauldron’ aren’t very far away, I guess that won’t last long…

      • Cestler says:

        Well, both have some redeeming qualities, at least. Aristocats in music and Black Cauldron in instrumentals and animation.
        Though I think the real stinker will be Home on the Range (though you won’t be viewing that until some time next year probably). You’ll love Lilo and Stitch, be pleasantly surprised with Treasure Planet, and think Brother Bear isn’t even all that bad.
        And then.
        And then.

        • We’ll have to see then 🙂 Again we both grew up with The Aristocats, but not The Black Cauldron, and we have not seen the 2000s films that you referenced. One of us has seen bits of Brother Bear, but again there’s still a while to go before then.

    • Cestler says:

      Oh, I see! Those three were the first two Disney movies to be released after I was born, so I sort of have a soft spot for them, haha. Assuming you update every three weeks or so, I think you still have a year and a half until you review HotR. Until then I suggest you stock up a lot of whisky. You’re going to need it.

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