Steve T. writes in to say:
My family and I caught a sneak preview of “Nancy Drew” this past weekend. And I was surprised to see Pat Carroll do a cameo in that movie. She’s always been one of my favorites, even before she did her memorable turn in Disney’s “The Little Mermaid.” But I’ve also heard stories that Pat wasn’t actually the studio’s first choice for Ursula. Could you please tell me who else Disney considered for the role of the sea witch in one of your upcoming “Why For” columns.Steve T.
Dear Steve T.
Yeah, you’re right. Pat Carroll really is wonderful as the voice of Ursula. No other performer out there could have put such a smart & sophisticated spin on the sea witch. Thanks in great part to Pat’s sly vocal performance, this evil character is immensely entertaining to watch.
And yet — when Ron Clements, John Musker, Howard Ashman and Alan Menken were initially working on “The Little Mermaid” — Pat Carroll was not the performer that they had in mind to play that film’s villain. You see, Ashman (Who was a huge fan of “Dynasty“) dreamed of having Joan Collins play Ursula. Whereas Musker & Clements … They actually hoped to persuade Bea Arthur (Of “Maude” & “The Golden Girls” fame) provide the voice of the sea witch.
So if that was really the case, how then exactly did Pat Carroll wind up with this role ? Well, to answer that question, I must turn to one of the better inside-animation books that’s been written in the past 10 years, Allan Neuwirth’s “Makin’ Toons : Inside the Most Popular Animated TV Shows and Movies” (Allworth Press, April 2003). This entertaining & informative paperback contains what many consider to be the definitive account of the “Mermaid” creative team’s epic search for just the right actress to play their sea witch. And — with that author’s kind permission — I’m now going to quote extensively from Neuwirth’s interviews with Carroll, Clements, Menken and Musker about what these folks all went through in order to bring Ursula to life.
Of course, given that Arthur was then working for the Walt Disney Company (I.E. Playing the role of Dorothy Zbornak in the hit Touchstone sitcom) … In the spirit of corporate synergy, it only made sense that Ron ‘n ‘John would then attempt to recruit Bea to play Ursula. Which is why — in their original screenplay for “The Little Mermaid” — these writer / directors actually described the sea witch as ” … having a Bea Arthur-type basso voice.”
Of course, what Musker & Clements hadn’t counted on was that Arthur’s agent would roadblock their attempts to contact this sitcom star. “Her agent, I guess, read the script, and … somehow in her mind, (it came across as if) we were saying Bea Arthur was a witch,” said Musker. “I don’t think that she even gave it to her.”
So with Bea now out of the running, Ron ‘n’ John then began auditioning other TV favorites to possibly voice this role. And among the actresses that they met with during this first round of casting were Nancy Marchand (I.E. Best known today for her performance as Tony Soprano’s manipulative mother, Livia in that HBO series), Charlotte Rae (I.E. Who played Mrs. Garrett on NBC‘s “The Facts of Life“) and — would you believe — Roseanne ?!
Meanwhile, given that Ashman reportedly couldn’t convince Disney brass to approach Joan Collins about playing Ursula, Howard then moved on to his second choice for this role. Which was Broadway veteran Elaine Stritch (FYI : Stritch was one of the actresses that Disney execs originally considered for Dorothy Zbornak before they ultimately offered this part to Bea Arthur).
Ron Clements remembered that ” … we liked Charlotte Rae, and Howard was totally gung ho for Elaine Stritch. Neither of them had done (“Poor Unfortunate Souls”) yet. So we held second auditions where Elaine Stritch would do the song, and Charlotte Rae would do the song.” In the end, Stritch won out because — as then-“Mermaid” storyman Roger Allers recalled — “(Elaine) was fantastic as the witch. It was this boozy kind of witch … it was hysterical.”
So with Stritch cast as Ursula, the “Mermaid” production team then began working up designs for a tall, thin regal-looking sea witch. Which is why — at this point in production — the character was first modeled on a manta ray (Which then allowed the artists to give this villainess a stylish cape) and — later — a scorpion fish.
But then Elaine began having creative differences with Howard, with this stage vet having difficulty following the lyricist’s very specific directions. “(Ashman) was very Svengali-like,” Musker explains. “And he would sing the demo for (the performers that we’d hired for this picture. Howard) was the witch, and he was the crab, and (Ashman) would shape those performance. (Howard) would really channel himself into those people to do (the specific sorts of) performances that he (wanted for our film. And — in the end — Stritch) wouldn’t do the song at the tempo (that Ashman) wanted.”
So — after several weeks of effort — Elaine was let go. “And we then had to go through a whole ‘nother group of auditions …,” Clements continued.
It was during Disney’s second search for a suitable voice for the sea witch that Pat Carroll was finally brought in to audition for this part. And to this day, this veteran character actress vividly recalls her reaction to the material. “After I read the script, I thought, ‘Oh, this is going to be so wonderful … and then, I heard the music and thought, ‘Oh my God, that’s like a Broadway score !’ “
And given that it had been Carroll’s lifelong ambition to voice a character in one of Disney’s animated features, she immediately agreed to do an audition. But — that said — Pat never actually expected to be cast as Ursula.
Why For ? Well, as Carroll described the circumstances around her initial audition: “I went out to the studio, and looked around the room at all of us ladies … There were ladies there I recognized from film, there were ladies that I recognized from television … (This) was a highly sought-after job. And in New York, they were doing the same thing. So I knew I was one of many … This was not, ‘Oh, we must get Pat Carroll.’ “
So Pat then went in and gave it her best shot. And then a full year went by before Carroll’s agent finally called to congratulate her on landing a part in this Disney project. And what was Pat’s response ? “(I said) ‘What Disney film? ‘ Come on, it was a year later. I’d done a lot of things in the meantime. Can you believe that — I didn’t even know what the hell he was talking about.”
After she’d officially won the role, the very first thing that Carroll recorded was the song “Poor Unfortunate Souls.” And Pat’s approach to the rehearsal process for this song couldn’t have been more different than Elaine Stritch’s.
Carroll recalls a conversation with Ashman where … “I said, ‘Y’know, before we do this, would you do the number the way you see it and you do it?’ He did — and I said, ‘I got you, Howard. I know exactly what you want.’ He gave me that performance ! Come on, I’m honest enough to say that. I got the whole attitude from him … and his shoulders would twitch a certain way, and his eyes would go a certain way … I got more about that character from Howard singing that song than from anything else.”
And as they went along, Pat would fold even more bits of Howard into her performance. Take — for example — Ashman’s habit of always saying “innit” instead of “isn’t it.” “I asked, ‘Howard, may I use that?’ ,” Carroll continued. “(And) he said, “Of course, I wished you would !”
Even though the performer & the lyricist obviously got along well, Pat still remembers the rehearsal & recording sessions for “Poor Unfortunate Souls” as being rather brutal. “(Ashman and Menken) were absolutely military in their adherence to what they wanted. Many times, I’d go home with my vocal chords blown. Because you have to do it over and over and over again … And I would occasionally have to say, ‘Gentlemen, may I take a five-minute break to breathe, and get some water, and just rest.’ They’d say, ‘Absolutely.’ But they were relentless in their pursuit of excellence, and I adore working with people like that.”
That said, Carroll recalls coming home one night and complaining about her tough day at the studio. “And I was griping, as actors are wont to do instead of being grateful they’re working. My youngest daughter, Tara — who’s now an actress and director — said, ‘Mom, may I remind you, you’re in something that fifty years from now may be shown, and all your work you’ve done in the theater will have gone by the boards and disappeared. What you’re working on now will be seen by our children, and our grandchildren, and our great-grandchildren.’ I looked at her and I thought, the kid is right. And I said, ‘Tara, are you telling me that my grandchildren will only know me as a squid?’ We both began screaming with laughter, because she knew what I was saying was right.”
But in the end, all of that hard work clearly paid off. Because when “The Little Mermaid” swam into theaters in November of 1989, Ursula was immediately embraced as one of Disney’s very best baddies. Based — in large part — on Carroll’s delightful vocals.
Of course, what helps make Pat’s performance so deliciously evil is that she drew her inspiration for the sea witch from a very unusual place. As Carroll explained, “”I (saw Ursula as this) ex-Shakespearean actress who now sold cars. It’s the attitude … the voice was very Shakespearean: Hello, my dear ! Oh, no, dahling … Very theatrical — but the pitch was a used car salesman. Very, very patently obvious. No subtlety there. She was being unctuous, and oily, and ever so wily … but you saw right through her. I’m surprised (that Ariel) didn’t !”
Mind you, over time, this one over-the-top performance has begun to eclipse the rest of Carroll’s august body of work. All those decades of turning in stellar performances for the stage, screen and television. But — that said — Pat has no regrets.
Carroll calls her work in “The Little Mermaid” ” … the one thing in my life that I’m probably most proud of. I don’t even care if, after I’m gone, the only thing that I’m associated with is Ursula. That’s okay with me, because that’s a pretty wonderful character and a pretty marvelous film to be remembered by.”
And Carroll clearly is remembered, given the steady number of autograph requests she still receives from animation fans all around the globe. But recognizing who the real draw here is … Well, that’s why Pat always sign images of the sea witch in a certain way. “I always sign pictures … ‘Dear Sweetlips: I hug you with my tentacles. Oceans of love, Ursula.’ And then, underneath, in parentheses, I put ‘Pat Carroll,’ very small. (Because) they don’t know who this Pat Carroll is, but they do know who Ursula is.”
Well, as for all us animation fans out there … We actually do know who Pat Carroll is. Which is why we’re delighted to see that this great old broad is still out there working. Still stealing scenes in films like “Nancy Drew.” More importantly, that she keeps coming by the studio to record dialogue whenever Disney wants to use Ursula in a new video game or have the sea witch make an appearance in a new parade or show at the parks. Here’s hoping that Ms. Carroll is around to hug us with all her tentacles for many years yet to come.
Anywho … That’s the story of how Pat Carroll eventually wound up playing the role of Ursula the sea witch in “The Little Mermaid.” “Special thanks again to Allan Neuwirth for allowing me to use all of those great quotes from his interviews with Roger Allers, Pat Carroll, Ron Clements, Alan Menken and John Musker.
By the way, ‘The Little Mermaid’ isn’t the only movie that’s discussed in great detail in ‘Makin’ Toons : Inside the Most Popular Animated TV Shows and Movies.’ So if you want to read some juicy behind-the-scenes stories about the creation of ‘Toy Story,’ ‘Shrek‘ and ‘Ice Age,’ then you really need to pick up a copy of this 366-page paperback.
And FYI: Allan’s newest book — “They’ll Never Put That On The Air” (Allworth Press, February 2006) — is a terrific read too.
Your thoughts ?
“Build It” – How the Swiss Family Treehouse Ended up in Disneyland
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Things get built at the Disney Theme Parks – but not always for the reasons that you might think.
Case in point: The Swiss Family Treehouse, which first opened at Disneyland Park back in November of 1962.
Swiss Family Robinson – 1960 Disney Film
Back then, Walt Disney Studios just had a hit film that was based on Johann David Wyss’ famous adventure novel of 1812. And at that time, Walt was justly proud of this project.
Okay. Walt may have been overselling things a little here.
But when Disney’s version of Swiss Family Robinson finally arrived in theaters in December of 1960, it did quite well at the box office. It was No. 4 at the box office that year, behind “Spartacus,” “Psycho,” and “Exodus.”
And one of the main reasons that this Walt Disney Productions release did so well at the box office that year was … Well, Swiss Family Robinson looked great.
It had all of this lush shot-on-location footage (Though – to be fair here – I guess we should mention that this movie’s interiors were shot over in London at Pinewood Studios). One of the sequences from this Disney film that people most fondly remember is that montage where the Robinsons salvage what they can of their wrecked ship, the Swallow, and then use that same material to construct this amazing treehouse on an uninhabited island off the shore of New Guinea.
The Swiss Family. Robinson Tree was Real
By the way, the tree that appears in this Disney film is real. John Howell – who was the art director on “Swiss Family Robinson” – was out scouting locations for this movie in 1958. He had stopped work for the day and drinking with friends at a cricket match. When – out of the corner of his eye (through a gap in the fence that surrounded this cricket pitch) – John spied this beautiful Samaan tree with a huge 200 foot-wide canopy of leaves.
It’s still there, by the way. If you ever want to journey to the town of Goldsborough on the Caribbean island of Tobago.
Success at the Movies – Helping Disneyland Attendance
Anyway … Like I said, Disney’s movie version of Swiss Family Robinson comes out in December of 1960 and does quite well at the box office (Fourth highest grossing film of the year domestically). Walt keenly remembers what happened when he last built an attraction at Disneyland that was based on a Ken Annakin film (Matterhorn Bobsleds inspired by Third Man on the Mountain). 1959 was Disneyland’s greatest year attendance-wise. Largely because so many people came out to the Park that Summer to experience Disneyland’s heavily hyped brand-new attractions – which included the Matterhorn Bobsleds.
The Matterhorn Bobsleds at Disneyland
The Matterhorn at Disneyland was largely inspired by research that the Studio did in Zermatt, Switzerland in late 1957 / early 1958 out ahead of the location shooting that was done for Third Man on the Mountain – which officially got underway in June of 1958).
There’s a famous story about the origin of the Matterhorn-at-Disneyland project. Walt was over in Switzerland for the start of shooting on Third Man on the Mountain in 1958 and evidently really liked what he saw. So be bought a postcard of the actual Matterhorn and then mailed it to Dick Irvine (who – at that time – was the Company’s lead Imagineer). Beyond Dick’s address at WDI, Walt reportedly only wrote two words on this postcard.
And those words supposedly were “Build this.”
It’s now the Spring of 1961 and attendance at Disneyland Park has actually fallen off from the previous year by 200,000 people. (You can read all about this in Walt Disney Productions’ annual report for 1961. Which was published on December 14th of that year. There’s a full scan of that annual report over on DisneyDocs.net). And Walt now wants to turn that attendance deficit around.
So what spurred Disneyland’s attendance surge in the Summer of 1959 was Walt pumping $6 million into the place for the construction of new attractions (Matterhorn Bobsleds, Submarine Voyage, & Monorail). So that’s now the plan for 1962 & 1963. Only this time around, it’ll be $7 million worth of new attractions. More to the point, since Disneyland’s 1959 expansion project was largely focused on Tomorrowland … This time around, the work will largely be focused on the other side of the Park. To be specific, Frontierland & Adventureland.
Attendance had been dropping on the Jungle River Cruise attraction because it was largely unchanged from when Disneyland Park first opened back in July of 1955.
There’s a famous story of Walt observing a Mom pulling her kid away from the entrance of the “Jungle Cruise.” Saying words to the effect “We’ve already seen that ride. We went on it the last time we went to Disneyland.” This is what then inspired Disney to develop the practice of plussing the attractions at his theme parks.
This was what led Walt to bring Marc Davis over to WED from Feature Animation in October of 1960 and effectively say “Help me make Disneyland better. Let’s look for ways to make the rides there funnier. Better staged.” This is when Marc came up with the idea for the Sacred Elephant Bathing Pool and the Africa Veldt sequences for “The Jungle Cruise.” Not to mention the Trapped Safari.
How the Trapped Safari Vignette Ended Up in “The Jungle Cruise”
Interesting story about that vignette that Marc created for “The Jungle Cruise.” It originally wasn’t supposed to be part of that ride. Guests were supposed to see it alongside the side of the tracks as they rode the Santa Fe & Disneyland Railroad from Main Street Station over to Frontierland. The Trapped Safari was basically supposed to be something that made Guests think “Ooh, I need to get over to Adventureland while I’m here at the Park and go check out that new, improved version of the Jungle River Cruise that everyone’s talking about.”
That was the original plan, anyway. But as soon as Walt saw Marc’s art for the Trapped Safari, he basically said “That’s too good a gag to waste on the people who are riding Disneyland’s train. That’s gotta go inside of the actual Jungle Cruise.” So – at Walt’s insistence – the Trapped Safari then became the tag gag for the African Veldt section of that Adventureland attraction.
In fact, Walt so loved this gag that – after the Africa Veldt section first opened at Disneyland Park in June of 1964 – he actually made the Imagineers go back in this portion of that Adventureland attraction and restage it. Build up the cave that was behind that pride of lions which was watching over that sleeping zebra so that the Trapped Safari would then have a stronger reveal. Would get a bigger reaction / stronger laugh largely because Guests now wouldn’t see the Trapped Safari until they then floated by the lion’s cave.
Draining Jungle River Cruise and Rivers of America
Anyway … Now what made this redo / expansion of the Jungle River Cruise complicated is that this Adventureland attraction shared a water system with the Rivers of America (Guests who were headed to Disneyland’s old Chicken Plantation Restaurant for lunch or dinner used to have to walk over a bridge in Frontierland. Under which flowed the water that traveled from the Jungle River Cruise into the Rivers of America).
If the Jungle Cruise was being drained for months so that the Imagineers could then install the Sacred Elephant Bathing Pool sequence in that Adventureland attraction, that meant the Rivers of America had to be drained as well.
The Rivers of America were now going to be dry for months at a time from January of 1962 through June of that same year, this is when the Imagineers decided to tackle two projects that were well below Disneyland’s waterline – which was digging out the basement space in New Orleans Square (which was originally supposed to house the walk-thru tour version of “Pirates of the Caribbean”) as well as carving out that below-grade space over at the Haunted Mansion. Which was going to be necessary for the two elevators that would then make that attraction’s “stretching room” scenes possible.
While this work was being done along the shore of the Rivers of America, over towards the entrance of Adventureland, the Imagineers were reconfiguring that restaurant that faced out towards Disneyland’s Hub. They were using the temporary closure of the Jungle Cruise to revamp that operation. Carving out the space for the Tahitian Terrace as well as the Enchanted Tiki Room.
As you can see by all of the projects that I’ve just described – this was a hugely complex addition to the Parks with lots of moving parts.
This redo of Adventureland & Frontierland (which then set the stage for Disneyland’s New Orleans Square) was moving through its final design phase – the Imagineers were startled when Walt pointed to the very center of this incredibly ambitious $7 million construction project (the very spot where Adventureland bumped up against Frontierland) and said:
“Build It” – Swiss Family Treehouse in Disneyland
It wasn’t that easy.
The Imagineers explained “But Walt. That’s the piece of land that the pipe which connects the Jungle Cruise and the Rivers of America runs through. We’d have to rip that up and then reroute that water system.”
Walt said “I don’t care. Build it.”
The Imagineers then said “But Walt. If we built a Swiss Family Treehouse in the Park … Well, that then means a steep set of stairs first going up into that tree and then a second steep set of stairs coming down out of that tree. People aren’t going to like doing all of that climbing.”
Walt said “You’re wrong. Build it.”
Imagineers continued “An attraction like that’s only going to appeal to kids. And we’ve already got Tom Sawyer Island across the way.”
Walt “ Again, you’re wrong. Build it.
So that’s what the Imagineers did. Not happily, I might add. Because the concrete foundation that supported this six ton structure had to go down some 42 feet … Well, that totally screwed up the water system that previously connected Disneyland’s Jungle River Cruise to the Rivers of America.
And as for those steep sets of stairs … While work was underway on this 70-foot-tall faux tree, Walt persuaded Betty Taylor (who was playing Sue Foot Sue over at the Golden Horseshoe at that time) to come over to the Swiss Family Treehouse construction site one afternoon. Betty was wearing a dress and high heels at the time. But she & Walt put on hard hats. And then the two of them made multiple trips up & down the stairs that had already been installed in & around Disneyland’s Swiss Family Treehouse. Just so Walt could then be certain that this attraction’s stairways weren’t too steep. More importantly, that they’d also be safe for ladies who were wearing skirts & dressed in heels to use.
The Opening of Swiss Family Treehouse at Disneyland
This 70-foot-tall faux tree (with its 80 foot-wide canopy of 300,000 pink plastic leaves) opened just in time for Thanksgiving of 1962. John Mills (the male lead of Disney’s “Swiss Family Robinson” film) was on hand for the dedication of this Adventureland attraction. FYI: He brought along his daughter, Halley (As in Halley Mills, the star of Disney’s “Pollyana” and “The Parent Trap”).
There’s this great 3-minutes-and-41-second video over on YouTube that shows Walt leading the Mills family (John, Halley & Mary Mills, John’s wife) around Disneyland’s Swiss Family Treehouse in the Fall of 1962. You can see Disney proudly showing off the elaborate water wheel system at the heart of this Adventureland attraction, which send 200 gallons of water high up into that faux tree.
How Much Did it Cost to Build the Swiss Family Treehouse at Disneyland?
Disneyland spent $254,900 on the construction of that theme park’s version of Swiss Family Treehouse. Which the Imagineers (back then, anyway) felt was money wasted. Because no one was ever going to climb up the 68 steps that then led to the three rooms in this Adventureland attraction (The parents bedroom, the boys bedroom [up in the crow’s next] and then the common area / kitchen / dining room) and then the 69 steps back down to the ground.
This is where the Imagineers were wrong.
Don’t Bet Against Walt – Success of Swiss Family Treehouse
Swiss Family Treehouse quickly became one of the more popular attractions in the Park. Back then, this Adventureland attraction was a C Ticket (35 cents apiece). And since it only took three Disneyland employees to safely staff & operate the Treehouse (i.e., one person to take tickets at the entrance, a second staffer patrolling upstairs in the tree to make sure the Guests were behaving themselves / not touching the props, and then a third Cast Member down by the exit making sure that Guests aren’t sneaking up the back stairs to experience the Swiss Family Treehouse without first surrendering a C Ticket), it also became one of the more profitable attractions in the Park.
200 people up in the tree at any one time. 1200 people an hour. Killer views of New Orleans Square construction / the Jungle Cruise ride just below.
Oh, and that only appeal to kids thing? Out of every four Guests who came through the turnstile / surrounded that 35 cent C ticket, only one was a kid under 10. The other three were adults.
To be specific here: Once construction of Disneyland’s Swiss Family Treehouse was complete in the Fall of 1962, it only cost $21,000 to staff & operate annually. An additional $16,000 to maintain each year. In 1965, this Adventureland Attraction – even after taking those costs into consideration – still managed to turn a profit of $313,000.
Long story short: It was never a smart thing to bet against Walt. At least when it came to how popular an attraction would be with Guests (The Mickey Mouse Club Circus fiasco of the holiday season of 1955 being the exception, of course).
Ken Annakin – Film Director
Sadly, the Imagineers weren’t able to base any other theme park attractions on Ken Annakin movies. “Swiss Family Robinson” was the very last film that he directed for Disney Studios.
Annakin went on to direct several very popular family films in the 1960s & 1970s, among them “Those Magnificent Men in their Flying Machines” and “The New Adventures of Pippi Longstocking.” And the Walt Disney Company went out of its way to recognize Ken’s contribution to the overall success of Disney Studio & the Company’s theme parks by naming him a Disney Legend in 2002.
Sadly, Ken passed away at his home in Beverly Hills back in April of 2009 at the ripe old age of 94. Worth noting here that – in the late 1960s / early 1970s – when Walt Disney Animation Studios was fumbling around for an idea for a project to tackle after “The Aristocats” (That was the last animated feature that Walt Disney personally put into production / greenlit) – someone asks that classic question “What would Walt do?”
And in this case, the thinking was … Walt really liked those live-action movies that Ken Annakin directed for the Studio. Maybe we should look at those. So they then screened the very first movie that Ken directed for Disney, which was “The Story of Robin Hood and his Merrie Men” from 1952. And since people in Feature Animation thought that that was a pretty solid story … Well, that’s how we wound up with Disney’s animated version of “Robin Hood” in November of 1973.
New Robin Hood on Disney+?
Back in April of 2020, Disney announced that it was working on a CG version of Disney’s 1973 hand-drawn version of “Robin Hood.” Which is eventually supposed to show up on Disney+. Carlos Lopez Estrada had been signed to helm this film. Kari Granlund was writing the screenplay for this “Robin Hood” reboot. An Justin Springer, who helped get “Tron: Legacy” off the ground back in 2010, would be producing.
So the Ken Annakin corona effect lives on at Disney.
So does Disneyland’s Swiss Family Treehouse. Which – after being renamed / rethemed as the Tarzan Treehouse in June of 1999 – will revert to being the Adventureland Treehouse later this year. With a loose retheming that then allows this Disneyland attraction to become home to characters from Disney’s “Swiss Family Robinson,” “Tarzan,” and “Encanto.”
“Khrushchev at Disneyland” – The Film Walt Disney Almost Made
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Did you ever hear about … “Khrushchev at Disneyland”?
It was back in October of last year that Disney+ revealed that they were now working on a film about the creation of Disneyland.
Given that Evan Spiliotopoulos – who crafted the screenplay for the Company’s live-action reimagining of “Beauty & the Beast” (which then went on to earn $1.26 billion at the worldwide box office back in 2017) – is reportedly writing the script for this yet-to-be-titled film, I have high hopes for this movie about the making of The Happiest Place on Earth.
After all, if we go by “Saving Mr. Banks” (i.e., That 2013 Walt Disney Pictures release about the making of “Mary Poppins,” where Emma Thompson played “Poppins” author P.L. Travers and Tom Hanks turned in a masterful performance as Walt Disney), this company-of-storytellers has already proven that it can turn its own history into entertaining motion pictures.
But that said, if The Walt Disney Company is now actively looking for moments from its past that it can possibly turn into motion pictures … Well, might I suggest a moment that Walt himself might make one hell of a movie. And that’s Soviet Premier Nikita Khrushchev’s non-visit to Disneyland.
Khrushchev’s US Visit (1959)
I don’t know how many of you are familiar with the details surrounding this incident. Which occurred during Khrushchev’s 11-day trip to the US in September 1959. The Soviet Premier and his entourage arrived in Washington D.C. and — after making a brief stop at the UN in New York City — flew out to LA … And that’s when all the trouble started.
The Los Angeles leg of Nikita’s nationwide tour really did get off to an awful start. By that I mean: As the Premier’s motorcade sped away from LAX, the limousines were actually pelted with tomatoes.
Then Khrushchev was taken to 20th Century Fox, where he and his family were supposed to be feted at a luncheon that featured hundreds of Hollywood’s top stars. Bob Hope, Frank Sinatra, Marilyn Monroe, Shirley MacLaine, David Niven and Maurice Chevalier were there.
Which (you’d think) would have been enough to entertain the Soviet Premier.
Not Nikita. He stood up at this luncheon and — in front of the entire Hollywood press corps — had a hissy fit. Here’s an excerpt from the remarks that Khrushchev made that afternoon:
We have come to this town where lives the cream of American art. And just imagine (that) I, a Premier, a Soviet representative, when I came here to this city, I was given a plan. A program of what I was to be shown and whom I was to meet here.
But just now I was told that I could not go to Disneyland. I asked ‘Why not? What is it? Do you have rocket-launching pads there?’ I do not know.
And just listen – just listen to what I was told – to what reason I was told. We, which means the American authorities, can not guarantee your security if you go there.
What is it? Is there an epidemic of cholera there or something? Or have gangsters taken over the place that can destroy me? Then what must I do? Commit suicide?
This is the situation I am in. Your guest. For me, this situation is inconceivable. I can not find words to explain this to my people.
Visiting the “Happiest Place on Earth”
Truth be told, the Soviet Premier was somewhat mistaken. The original itinerary for the Los Angeles leg of his U.S. tour called for just Khrushchev’s wife and children to tour the “Happiest Place on Earth,” while Nikita was scheduled to tour a housing development out in Granada Hills. But when the Russian leader learned where his family was headed, he reportedly told his State Department handlers “Well, I wanna go to Disneyland too.”
This — unfortunately — was just impossible to pull off on such short notice. Los Angeles Police Chief William Parker immediately put the kibosh on Khrushchev’s request. Citing the difficulty of providing adequate security for the Soviet Premier and his motorcade all the way out to Anaheim.
Walt Disney Interested in Khrushchev Visiting Disneyland
Now where this gets interesting is that — somewhere along the way, as US officials were preparing for Khrushchev’s arrival in America — Walt Disney was told that the Russian Premier and his family were interested in visiting Disneyland. And Walt (of course) immediately saw this official state visit as a huge opportunity to generate some publicity for his then-four-year-old theme park.
Disneyland’s PR staff envisioned creating a photo opportunity by having Walt and Khrushchev stand on the “Submarine Voyage” ‘s loading dock as all eight of the ride’s faux subs floated by. Disney’s gag writers even provided a quip for Walt to casually toss off at this photo op. As Nikita looked out at all of those subs, Disney was supposed to say: “Well, now, Mr. Khrushchev, here’s my Disneyland submarine fleet. It’s the eighth largest submarine fleet in the world.”
Walt was — of course — disappointed when he learned that, due to security concerns, only Mrs. Khrushchev and the kids would be coming out to the Park that afternoon. So imagine Disney’s delight when this firestorm of publicity suddenly rose up when the Soviet Premier was told that he wouldn’t be allowed to go to “The Happiest Place on Earth” too.
Disneyland Trip Cancelled for Nikita Khrushchev
Because — once Nitika learned that his own trip out to Anaheim had been axed — he fell into a truly foul mood. In a fit of pique, the Soviet Premier declared that — since it wasn’t safe for him to go to Disneyland — then it wasn’t safe for his wife and children to go out to Anaheim either. So their long planned Disneyland excursion got canceled ASAP.
Immediately after the luncheon broke up, Khrushchev was taken to a nearby soundstage where the Russian Premier observed the filming of a scene from a forthcoming 20th Century Fox musical, “Can Can.” But — rather than being titillated by the sight of Juliet Prowse flashing her 19th century bloomers as she performed the film’s title number — Nikita reportedly declared the whole episode “horribly decadent.” Which embarrassed State Department officials as well as offending the Soviet Premier’s Hollywood hosts.
From there, Khrushchev’s motorcade was taken to Granada Hills, where the Russian Premier was supposed to tour model homes along Sophia Avenue. But — since Nikita was still sulking about not being allowed to go to Disneyland — he refused to even get out of his limousine.
As he pouted inside the car, Khrushchev reportedly told his State Department handlers that “… putting me in a closed car and stewing me in the sun is not the right way to guarantee my safety. This (not being allowed to go to Disneyland) development causes me bitter regret. I thought I could come here as a free man.”
To add insult to injury, four Soviet newsmen (who had been assigned to cover Khrushchev’s US trip) slipped away to Anaheim for the afternoon. They spent four happy hours touring Disneyland, then told US reporters that they believed that the Russian Premier and his family would have really enjoyed the theme park.
Later that evening, Khrushchev gave a speech at a Los Angeles area hotel. But there was, understandably, very little written about whatever remarks the Soviet Premier made at that long-forgotten dinner. Given that the next day’s newspapers devoted page after page to coverage of Nikita’s very public tantrum once he learned that he was not going to be allowed to visit Disneyland.
Khrushchev and his party tried to put some distance between themselves and the Disneyland debacle by quickly boarding a train and heading up to San Francisco. From there, the Russian Premier flew off to Des Moines and eventually returned to Washington D.C. Where Nikita spent a few days at Camp David with President Eisenhower talking about Cold War-related issues.
Which (you’d think) would be how history would remember the Soviet Premier’s 1959 trip to the United States. That Khrushchev & Eisenhower actually sat down and then tried to find a solution to their Germany & Berlin problem. But (picture John Belushi saying this) N-O-O-O-o-o-o. All the US press corps could talk about is how upset Nikita seemed when he had been told that he wouldn’t be allowed to visit Disneyland.
Media Covers Khrushchev’s Disneyland Denial
Within a day or so, there were political cartoons in newspapers nationwide that made fun of the Premier’s very public tantrum. Even Bob Hope eventually got into the act. As part of his annual Christmas television special, Hope stood in front of hundreds of military personnel at a U.S. Air Force base in Nome and quipped: “Here we are in America’s 49th state, Alaska. That’s halfway between Khrushchev and Disneyland.”
And of course, all this talk about how upset the Russian Premier was about not being allowed to visit “The Happiest Place on Earth” generated tons of positive publicity for Walt’s theme park. Newspapers around the world printed article after article about this amusing international incident. Even Herman Wouk (best known as the author of “The Caine Mutiny” and “The Winds of War”) chimed in: “I really don’t blame Khrushchev for jumping up and down in a rage over missing Disneyland. There are fewer things more worth seeing in the United States or indeed anywhere in the world.”
And Walt just didn’t want this fun to end. He kept looking for ways to perpetuate the story. Which is why Disney insisted that clippings highlighting the whole Khrushchev affair be included in the official Disneyland press kit for a number of years after this incident.
Movie About Khrushchev’s “Disneyland Trip”
But as the 1950s slipped into the 1960s and Khrushchev was forced from power by Leonid Brezhnev in October 1964, this story lost some of its charm. But still Walt loved to tell the tale of Nikita’s tantrum. And Disney began to wonder: might there be a way that his company could continue to capitalize on this incident? Like perhaps by maybe making a movie that would put a comic spin on the whole “Khrushchev denied access to Disneyland” incident?
So Walt turned to his very best producer, Bill Walsh (best known these days as the guy who wrote and produced “Mary Poppins,” “The Love Bug” and “Bedknobs & Broomsticks”) and told him to create a screenplay for a live-action comedy that would then be based on this infamous incident. So Walsh got together with his long-time collaborator, Don DaGradi. And eventually the two of then crafted a script or a film they wanted to call “Khrushchev at Disneyland.”
This screenplay (at least for the first 30 pages or so) pretty much follows how the real-life events played out. It recounts — in a light, breezy manner — how the Soviet leader had supposedly flown over to America to meet with President Eisenhower. But — in reality — Nikita had actually traveled all this way because what he really wanted to do was go to Disneyland.
So Khrushchev flew into Southern California, all excited that he was finally going to get his chance to visit “The Happiest Place on Earth.” Only to discover that — due to safety concerns — the State Department had canceled his trip out to Anaheim. Moviegoers were then supposed to see a slightly comic take on the Soviet Premier’s infamous tantrum at 20th Century Fox. And then …
Well, then the film morphs into your typical Walt Disney Productions live-action comedy of the 1960s. First Khrushchev is seen moping around his hotel suite in downtown Los Angeles later that evening. Then the Premier realizes that Disneyland is only 30 miles away. More importantly, that the theme park is open ’til midnight that night.
So Nikita decides that he’s going to sneak out of his hotel and somehow make his way out to Anaheim. Using a goofy disguise, he gives both his Soviet security detail as well as all of his State Department handlers the slip. Then Khrushchev somehow makes his way out to Disneyland, with all of these US & Soviet officials in hot pursuit … and hilarity ensues.
Okay. Admittedly, we’re not talking about “Lawrence of Arabia” here. Walt wasn’t really looking to make a historically accurate film based on this amusing, relatively minor international incident. Disney, Walsh, and DaGradi envisioned “Khrushchev at Disneyland” as being a film that would be very similar in tone to “That Darn Cat!” A comedy caper picture that was aimed straight at the family audience.
So — once this script was completed — how close did “Khrushchev at Disneyland” actually come to getting made? So close that Walt had already lined up an A-List actor to play the Soviet Premier. And that was Academy Award winner Peter Ustinov.
If all had gone according to plan, “Khrushchev at Disneyland” would have been Peter’s follow-up project for Disney Studios once work was completed on “Blackbeard’s Ghost.” Bill Walsh was slated to produce the picture, while the prolific Robert Stevenson would be directing.
By the fall of 1966, all of the necessary pieces were already in place. Disney Studio had a script in hand that was ready to shoot. They also had an A-List actor that was positively eager to get in front of the cameras and then do his impression of the Soviet Premier. Not only that, but Disney’s top producer was slated to ride herd on this project and the studio’s very best director would be helming this picture.
“Khrushchev at Disneyland” Movie Halts Production
So why didn’t “Khrushchev at Disneyland” get made? Well, because Walt Disney died before production could officially get underway. And given that all the studio execs that Walt had left behind were … Well … The polite term for them is “cautious corporate citizens.” The not-so-polite term is “gutless wimps.”
Anyway, these guys shied away from this project. Largely because they were concerned that there would were film fans out there who wouldn’t see the humor in “Khrushchev at Disneyland.” Their genuine fear was – because of Peter Ustinov’s sure-to-be-charming performance as Nikita Khrushchev – there were certain segments of the US population that would then accuse Walt Disney Company of corrupting America’s youth / of going soft on Communism by suggesting that – GASP ! — the Russian people were actually a lot like us. That they too like to do fun things like – say – go to Disneyland.
Of course, the real irony here is that one of the main reason that Walt really wanted his Studio to make “Kruschchev at Disneyland” was because he’d already seen that a Russians-are-people-too family comedy could succeed at the box office without controversy.
“The Russians Are Coming, The Russians Are Coming”
I’m talking – of course – about “The Russians Are Coming, The Russians Are Coming.” Which MGM had released to theaters in May of 1966 and had then gone on become the seventh highest grossing film of the year at the North American box office.
And I know for a fact that Walt was well aware of “The Russians Are Coming, The Russians Are Coming” for a couple of reasons.
- This Norman Jewison movie starred Brian Keith, who – just 5 years previous – had co-starred in Disney’s “The Parent Trap” along with Hayley Mills & Maureen O’Hara
- The year after Disney’s “Parent Trap” had been released to theaters, Jewison had directed “40 Pounds of Trouble.” Which was the first live-action film that Walt had ever allowed to be shot on location at Disneyland Park.
- For the entire Summer of 1966, “The Russians Are Coming, The Russians Are Coming” and Disney’s own “Lt. Robin Crusoe, U.S.N.” were duking it out at the North American box office. Seeing which family comedy would then go on to sell more tickets domestically. In the end, Disney came out on top. With that Dick Van Dyke movie selling $22 million worth of tickets in North America, while MGM’s Russians-are-people-too picture sold $21 million worth of tickets domestically.
This is why – when Walt made his very last trip to the Disney lot in November of 1966 – “Khrushchev at Disneyland” was very much on his mind. As far as Disney was concerned, this project was a go. Something that his Studio would start shooting in 1967 and then release to theaters the following year.
This is why Walt made a point of dropping by the set of “Blackbeard’s Ghost” that November morning. He wanted to let Peter Ustinov & Bill Walsh know how much he was looking forward to “Khrushchev at Disneyland.” And Ustinov … Well, Peter was supposedly even more excited about this back-then-soon-to-begin-shooting-movie than Walt was. Ustinov reportedly told Disney that – to insure that he look as much like the Soviet Premier as possible – this acclaimed actor was actually planning on shaving his head.
Ustinov then cracked up Walt by saying that he was thinking of basing his portrayal of Khrushchev on Peter’s mother back in England. As Disney laughed, Ustinov insisted that his Mom was a dead ringer for Nikita. “I didn’t know that your Ma was bald,” Walt replied.
Having really enjoyed his visit to the “Blackbeard’s Ghost” set, Disney then quietly excused himself and left the soundstage. Once Walt had left, Walsh and Ustinov quietly talked amongst themselves about how pale and gaunt the studio head had looked.
Of course, neither Peter or Bill knew that Walt had – just days earlier – been diagnosed with lung cancer. Or that – at this point – Disney had just weeks left to live.
And when Walt Disney died in December of 1966, “Khrushchev at Disneyland” pretty much died with him. In spite of all the preparation that had already been done on this project up until that point, Walsh and DaGradi’s script got shelved. And I’d imagine that this screenplay is now stashed away in some filing cabinet, where “Khrushchev at Disneyland” has been gathering dust for over five decades now.
Potential for “Khrushchev/Disneyland” Film
I bring up this project today … Well, for a couple of reasons.
- Disney+ has this unending appetite for new content. And wouldn’t it be cool if the Studio were to revive a project that Walt himself once wanted to make and then make that movie available to customers of the Company’s subscription streaming service.
- Given what’s going on in the Ukraine right now and how the Cold War keeps threatening to become a hot one … Well, while I am no fan of Vladimir Putin, I think that a movie which reminds us that the Russian people (NOT the Russian government, mind you. But the Russian PEOPLE) are people too … That might be a smart, hopeful message to put out in the world these days.
Making-of-Disneyland Movie on Disney+
Anyway … If the Company is looking for a follow-up for that making-of-Disneyland movie they’re prepping for Disney+ …
By the way … Interesting side note: The gentleman that Disney has tapped to direct this movie is David Gordon Green. He directed last year’s smash hit horror film, “Halloween Kills.” Which might make David seem like an odd choice to helm a film about The Happiest Place on Earth.
But then again, Gordon also executive-produces “The Righteous Gemstones.” Which is this wonderfully funny TV series about a family of televangelists who also own & operate a theme park. Which perhaps makes Mr. Green the perfect person to direct a movie about the creation of Disneyland.
Anyway … If Disney+ is looking for the perfect follow-up for their making-of-Disneyland movie, might I suggest that someone dig out a copy of “Khrushchev at Disneyland.”
More to the point, someone go ask Josh Gad if he’d be willing to shave off all those curly locks so that he could then play a certain Soviet Premier.
How Mattel’s “Men in Space” Toyline Lead to the Creation of Buzz Lightyear
Listen to the Article
Angus MacLane’s “Lightyear” is supposed to be … Well, not exactly an origin story for Buzz Lightyear, the action figure that we know from all of the “Toy Story” films. But Rather an explanation of why Andy is so excited at his birthday party in the first “Toy Story” movie when he gets that Buzz Lightyear toy.
You see, Andy’s seen the movie that this action figure was based on. Which is supposed to be this huge Summer blockbuster. Which is why Andy & his friends at that party react the way they do. As far as they’re concerned, the movie that spawned the Buzz Lightyear action figure line was the greatest film they’ve ever seen.
Of course, because I’m a nerd and an animation history buff, I can’t help but think about how Buzz Lightyear – the character from the “Toy Story” films, rather than the really-for-real space ranger that Chris Evans voices in “Lightyear” – really started out. Which honestly wasn’t supposed to be a spoof on Captain Kirk from “Star Trek” or Gil Gerad’s Buck Rogers from the TV show. But – rather – as a riff on a space-themed toy line that Mattel produced in the mid-1960s called “Men in Space” which was then built around a character called Major Matt Mason.
Now how we got to the “Men in Space” toy line is kind of convoluted. This story actually starts over 60 years ago when Mattel sent two dolls out into the world, Barbie & Chatty Cathy.
Doll’s For Boys – Mattel’s Space Action Figure
Mattel made money hand over fist from sales of these two products. Which then made Mattel’s competitors stand up and take notice. They too wanted in on this mass-produced plastic toy market. Which is what prompted Hasbro to do something bold in 1964. Which was to license a concept that Stanley Winston had been developing. Which is a military-themed doll for boys.
Hasbro’s G.I. Joe
Just so you know: The executives on the marketing side of Hasbro knew that that nomenclature – “dolls for boys” – wasn’t going to fly. Especially with the Dads of the 1960s. So this is why the phrase “action figure” came from.
Anyway, Hasbro introduces G.I. Joe, “America’s movable fighting man” (because – again – you can’t call this toy what it actually is. Which is a poseable doll for boys) in 1964. And it’s a huge hit right out of the box.
Marx “Best in the West” Cowboy Dolls
And Hasbro & Mattel’s direct competition, Marx, sees what going on with G.I. Joe and decides that … Well, we want in on the “dolls for boys” market … So they come up with the “Best of the West” line. Which is this series of G.I. Joe-sized poseable cowboy dolls. Those arrive in the marketplace in 1965 and are also hugely successful.
Mattel Introduces “Men in Space” Toyline
So now here’s Mattel. Which has cornered the market when it comes to dolls for girls with its Barbie & Chatty Cathy lines. But now that Hasbro & Marx have blazed this brave new trail – poseable dolls for boys – with their G.I. Joe & “Best of the West” action figures, Mattel wants in too.
But now that soldiers & cowboys are the exclusive property of Hasbro & Marx, Mattel has to find some sort of hook for its new “dolls for boys” line. So rather than looking back to World War II or the glory days of the America West, Mattel decides to take a chance on what’s going on in the real world at that exact moment. Which is the space race.
Which is why – just in time for the holiday buying season of 1966 – Mattel rolls out its “Men in Space” toy line. Who is headlined by Major Matt Mason an astronaut-themed action figure “ … who lives and works on the Moon.”
Major Matt Mason – Astronaut-Themed Action Figure
Now what was kind of interesting about Major Matt Mason is that the toy line that he headlined was based in reality. As in: A lot of the outfits & ride vehicles that were created for Mattel’s “Men in Space” line were direct lifts of publicity images that NASA had already put out there of space vehicles that they envisioned building once man actually made it to the moon. Which brought up some interesting copyright-related issues at that time.
Now I have to tell you that Mattel’s “Men in Space” toy line had problems right from the get-go. Instead of the sturdy 12-inch-tall poseable action figures that G.I. Joe and Marx’s “Best of the West” toys were … Major Matt Mason was half that size. Also, instead of hard plastic, Mattel used a rubber-like substance called Plastizol when it was making its “Men in Space” toys. That material was poured into a mold that had a wire armature inside.
Which wasn’t the sturdiest thing on the planet. Typically, after a few months of playing with your Major Matt Mason, the wire armature inside of this “Men in Space” action figure would break and it would then no longer be poseable.
Mind you, this was a deliberate choice on Mattel’s part. Their thinking was – by making Major Matt Mason half the size of G.I. Joe and then making this action figure out of cheaper material – … Well, that could then help them keep the cost of their “Men in Space” toy line down. Which would then – in theory, anyway – make these action figures far more affordable and make it possible for consumers to eventually purchase the entire playset.
Major Matt Mason’s Astronaut Friends
Oh, yeah. Did I forget to mention that Major Matt Mason had friends? Well, co-workers really. Sgt. Storm, Chip Davis, and Jeff Long (who was an African-American astronaut). Who could all lived & worked together with Matt inside of a three-level lunar base and then got around the moon’s surface by using space sleds and jet propulsion packs.
“Men in Space” Toy Sales
Mind you, Mattel’s “Men in Space” action figures didn’t sell nearly as well as that toy company had hoped they would over the 1966 holiday shopping season. And the thinking initially was that this was because Major Matt Mason & Co. didn’t have anyone that they could battle with. So – in much the same way that Buzz Lightyear has his evil nemesis, Emperor Zurg – the “Men in Space” team then found themselves (just in time for the 1967 holiday shopping season) dealing with evil aliens like Captain Lazer, Callisto, Scorpio and Or.
Unfortunately for Mattel, interest in the space program began to wane as the 1960s gave way to the 1970s. Which is why they decided to discontinue their “Men in Space” toy line in 1970.
Lunar Larry – The Original Buzz Lightyear
So when it comes to Buzz Lightyear, where’s the Major Matt Mason / “Men in Space” connection? Well, if you take a look back at the original concept art for Woody’s nemesis in the first “Toy Story” movie, he isn’t this G.I. Joe sized action figure. But – rather – a six-inch-tall poseable astronaut doll who (I kid you not) is called Lunar Larry.
Tom Hanks, Robert Zemeckis, & “Men in Space” Film
FYI: If all had gone according to plan back in 2011, there would have been an even stronger “Toy Story” / “Major Matt Mason” connection. This was when it was announced in the Hollywood trades that Tom Hanks (that’s right. The voice of Woody) had co-written a movie based on Mattel’s “Men in Space” toy line. Not only that, but Hanks was trying to persuade Robert Zemeckis (who Tom had worked with on “Forest Gump,” “Cast Away,” “The Polar Express,” and Disney+’s live-action “Pinocchio”) to come direct the “Major Matt Mason” – the man who lived & worked on the Moon – movie.
Wait. It gets better, Hanks himself reportedly wanted to play Major Matt Mason.
I’m not entirely sure whatever became of Tom Hanks’ “Men in Space” movie. This past February, Hanks & Zemeckis announced that they’ll be re-united with Eric Roth, the writer of “Forest Gump,” on a film adaptation of “Here.” Which is Roth’s graphic novel.
Supposedly sometime over the past 10 years, Paramount Pictures acquired the rights to make a “Men in Space” movie. Hanks is still allegedly attached as a producer for this project. But given that Tom will be turning 66 next month, I doubt that he still wants to play Major Matt Mason.
Which is kind of a shame. Given what Woody once said to Buzz in the original “Toy Story” …
… I would pay good money to see Tom Hanks play one of the original action figures: Major Matt Mason, the man who lived & worked on the Moon as part of Mattel’s “Men in Space” toy line.
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