The following is an excerpt from an article entitled “Growing Pains.” In which Walt Disney (circa December of 1940) recalls what it took to make his tiny little studio into the Hollywood powerhouse that WDS was just prior to the start of WWII:

My business has been a thrilling adventure, an unending voyage of discovery and exploration in the realms of color, sound, and motion.

And it has been a lot of fun and a lot of headache. The suspense has been continuous and sometimes awful. In fact, life might seem rather dull without our annual crisis. But after all, it is stress and challenge and necessity that make an artist grow and outdo himself. My men have had plenty of all three to keep them on their toes. But how very fortunate we are, as artists, to have a medium whose potential limits are still far off in the future; a medium of entertainment where, theoretically at least, the only limit is the imagination of the artist. As for the past, the only important conclusions that I can draw from it are that the public will pay for quality, and the unseen future will take care of itself if one just keeps growing up a little every day.

The span of twelve years between ‘Steamboat Willie’, the first Mickey with sound, and ‘Fantasia’, is the bridge between primitive and modern animated pictures. No genius built this bridge. It was built by hard work and enthusiasm, integrity of purpose, a devotion to our medium, confidence in its future, and, above all, by a steady day-by-day growth in which we all simply studied our trade and learned.

I came to Hollywood broke in 1923, and my brother Roy staked me to a couple of hundred. We lived in one room and Roy did the cooking. He was my business manager, and I didn’t have any business. His job was to scare up three meals a day, and his job now is to conjure up three million dollars to meet the annual payroll. Both jobs have demanded just about the same amount of sweat, ingenuity, and magic. The main difference is that Roy sweats more red ink now. But no matter what the future deals me, I shall consider that I have come a long way, if for no other reason that that Roy doesn’t do the cooking any more.

I sold my first animated cartoon for thirty cents a foot. ‘Pinocchio’ and ‘Fantasia’ cost around three hundred dollars a foot. The first Mickey Mouse was made by twelve people after hours in a garage. About twelve hundred people are working overtime now in a fifty-one-acre plant with fourteen buildings, four restaurants, its own water system, air-conditioning, and a gentleman named Myron to massage the kinks out of my neck.

My first motion picture camera was ‘ad libbed’ out of spare parts and a drygoods box swiped from an alley off Hollywood Boulevard. It was hand-cranked, the camera. Even then I felt the urge to grow, to expand-I was very ambitious in those days-so we bought a used motor for a dollar to run the camera. It had once been a second-hand motor, but since that time it had seen everything and died. We had to hire a technician to make it go. We have been hiring technicians ever since. Our business has grown with and by technical achievements. Should this technical progress ever come to a full stop, prepare the funeral oration for our medium. That is how dependent we artists have become on the new tools and refinements which the technicians give us. Sound, Technicolor, the multiplane camera, Fantasound, these and a host of other less spectacular contributions have been added to the artist’s tools, and have made possible the pictures which are the milestones in our progress.

That first movie camera now stands in all its ad lib splendor in a Los Angeles Museum. Our new multiplane cameras are two stories high and operate by remote control. But, on the whole, the basic tools and techniques of my craft had been worked out before I learned the rudiments of animation out of a book in Kansas City.

There had been animated cartoons long before motion pictures. The Stone Age artist came pretty close to animation when he drew several sets of legs on his animals, each set showing a different stage of a single movement. A Frenchman named Plateau was the first to make a cartoon move. In 1831, he invented the phenakistoscope, a device of moving disks and peepholes. The successive stages of an action were drawn on one disk. When the disk was spun, the illusion of motions resulted. Many similar devices were invented to make pictures move. The first animated cartoon on motion picture film was made by J. Stuart Blackton in 1906. It showed a fellow blowing smoke in the face of his girl friend. A bit corny, but not bad! ‘Snow White and the Seven Dwarfs’ was not the first feature-length cartoon by twenty years, while the first cartoon mechanically colored dates back to 1919. The greatest single contribution of the pioneers came from Earl Hurd who invented (1915) the idea of tracing the moving parts of a cartoon on celluloids superimposed over opaque backgrounds. This great labor-saving device is still the foundation of our modern method.

The miracle of seeing drawings move was enough to enthrall the early motion picture audiences. Then, as the edge of the miracle wore off, interest in cartoons was revived by numerous series of cartoon built around the antics of stock characters. Some of these series were very popular. Whether or not these pre-Mickey cartoonists ever sat back and thought about the possibilities in the medium, I don’t know. I was ambitious and wanted to make better pictures, but the length of my foresight is measured by this admission: Even as late as 1930, my ambition was to be able to make cartoons as good as the Aesop’s Fables series.

I was knocking out a series called ‘Oswald the Lucky Rabbit’ for Universal at the time sound exploded like a bomb under silent pictures. The series was going over. We had built up a little organization. Roy and I each had our own homes and a ‘flivver.’ We had money in the bank and security. But we didn’t like the looks of the future. The cartoon business didn’t seem to be going anywhere except in circles. The pictures were kicked out in a hurry and made to a price. Money was the only object. Cartoons had become the shabby Cinderella of the picture industry.

They were thrown in for nothing as a bonus to exhibitors buying features. I resented that. Some of the possibilities in the cartoon medium had begun to dawn on me. And at the same time we saw that the medium was dying. You could feel rigor mortis setting in. I could feel it in myself. Yet with more money and time, I felt we could make better pictures and shake ourselves out of the rut. When our distributor, Universal, wouldn’t give us the money, we quit. Most of our staff went over to Universal. That hurt! But I had made my Declaration of Independence and traded security for self-respect. An artist who wouldn’t is a dead mackerel. Thereafter, we were to make pictures for quality and not for price. The public has been willing to pay for this quality.

Out on my own again, I looked for a new character and hit on Mickey Mouse. The first two Mickey Mouse pictures were silent. We couldn’t peddle them. It occurred to me that in a world gone sound-mad, since the release of Al Jolson’s ‘The Jazz Singer’, a cartoon with action synchronized to sound would be something of a sensation. My third Mickey, ‘Steamboat Willie’, was planned with this in mind. By some miracle we managed to figure out the basic method for synchronizing sound and action that we still use. When the picture was half finished, we had a showing with sound. A couple of my boys could read music and one of them could play a mouth organ. We put them in a room where they could not see the screen and arranged to pipe their sound into the room where our wives and friends were going to see the picture. The boys worked from a music and sound-effects score. After several false starts, sound and action got off with the gun. The mouth-organist played the tune, the rest of us in the sound department bammed tin pans and blew slide whistles on the beat. The synchronism was pretty close. The effect on our little audience was nothing less than electric. They responded almost instinctively to this union of sound and motion. I thought they were kidding me. So they put me in the audience and ran the action again. It was terrible, but it was wonderful! And it was something new!

I took ‘Steamboat Willie’ to New York and started a dreary hunt for a sound company which was not too busy or too expensive to record the sound for me. I finally made a deal with Cinephone. Theirs was a pretty punk sound system until Bill Garity redesigned it later on. But in spite of that, ‘Steamboat Willie’ was an instant hit. It played the Colony, then moved to Roxy’s. Mickey was a big shot overnight. Lush offers poured in from Hollywood, but Cinephone had us nailed to the contract. Cinephone had given me a bigger picture budget that had Universal, and Columbia had upped the figure considerably again. But soon the increasing quality on which we were building our business demanded bigger and bigger advances. Columbia couldn’t take it, so in 1931, we made a deal with United Artists to distribute our cartoons.

This new deal, for all practical purposes, gave us financial independence. Since then, we alone have determined how much our pictures will cost. Not that the industry hasn’t had a great deal to say about our picture costs, in one sense. Time and again, it has been said that were crazy and would go broke. Mack Sennett claimed that we put live-action shorts out of business because they could not afford to spend the money to compete with us. The fact was the reverse. Live-action shorts could not afford not to spend more money if it would improve their quality. By 1931, production costs had risen from $5400 to $13,500 per cartoon. This was an unheard of and outrageous thing, it seemed.

And a year later, when we turned down Carl Laemmle’s offer to advance us $15,000 on each picture, he told me quite frankly that I was headed for bankruptcy. This was not short-sighted on his part. He had no way of seeing what we saw in the future of the medium.

As Mickey Mouse became a universal favorite and the money rolled in, we had been able to afford the time and money to analyze our craft. I think it is astounding that we were the first group of animators, so far as I can learn, who ever had the chance to study their own work and correct its errors before it reached the screen. In our little studio on Hyperion Street, every foot of rough animation was projected on the screen for analysis, and every foot was drawn and redrawn until we could say, “This is the best that we can do.” We had become perfectionists, and as nothing is ever perfect in this business, we were continually dissatisfied.

In fact, our studio had become more like a school than a business. As a result, our characters were beginning to act and behave in general like real persons. Because of this we could begin to put real feeling and charm in our characterization. After all, you can’t expect charm from animated sticks, and that’s about what Mickey Mouse was in his first pictures. We were growing as craftsmen, through study, self-criticism, and experiment. In this way, the inherent possibilities in our medium were dug into and brought to light.

Each year we could handle a wider range of story material, attempt things we would not have dreamed of tackling the year before. I claim that this is not genius or even remarkable. It is the way men build a sound business of any kind-sweat, intelligence, and love of the job. Viewed in this light of steady, intelligent growth, there is nothing remarkable about the ‘Three Little Pigs’ or even ‘Fantasia’-they become inevitable.

The Silly Symphony series was launched in 1929. In Mickey Mouse cartoons, we kidded the modern scene. The material was limited. We wanted a series which would let us go in for more of the fantastic and fabulous and lyric stuff. The Silly Symphony didn’t give Mickey much competition until we added Technicolor in 1932. We thought that color would be worth the heavy extra cost. Color was part of life. A black-and-white print looked as drab alongside ‘Flowers and Trees’, as a gray day alongside a rainbow. We could do things with color! We could do many things with color that no other medium could do.

I remember Roy coming into the office about this time with a bunch of figures in one hand and eyes full of patient resignation. “How come,” began Roy, “How come that last year with thirty men we made thirty pictures, and this year with over a hundred and fifty, you get out only eighteen?” I can’t answer that type of question, but the surest way to take Roy’s mind off past and present troubles is to tell him that we need a lot more money in the immediate future. Roy has the greatest confidence in me, in our medium and in our future, but he is a business man and doesn’t like to live dangerously twelve months out of the year. In this instance, three little pigs and a big, bad wolf were soon to bring him days of peace-not many days, but a few.

‘The Three Little Pigs’ was released in 1933. It caused no excitement at its Radio City premiere. In fact, many critics preferred ‘Noah’s Ark’ which was released about the same time. I was told that some exhibitors and even United Artists considered The Pigs a ‘cheater’ because it had only four characters in it. The picture bounced back to fame from the neighborhood theaters. Possibly more people have seen ‘The Pigs’ than any other picture, long or short, ever made. So you get an insight into the short-subject business when I tell you that ‘The Pigs’ grossed only $125,000 its first year. ‘Snow White’ grossed over seven million. That’s the difference between shorts and features from the profit angle. The low rentals for short subjects have been a chronic headache for us. Our only solution has been to build our prestige through quality to the point where public demand forced the exhibitor to pay more for our product. Theaters paying two or three thousand a week for a feature may pay us only a hundred or a hundred and fifty dollars for a short. Gentlemen, I ask for justice.

Whatever the reason for The Pigs’ astonishing popularity, it was an important landmark in our growth. It nailed our prestige way up there. It brought us honors and recognition all over the world and turned the attention of young artists and distinguished older artists to our medium as a worthwhile outlet for their talents. We needed these men for future growth, and they came from all over the country to join our staff and be trained in our ways.

The success of the ‘Three Pigs’ was felt throughout our entire business. The income from all our pictures and from merchandising royalties took a sharp up-swing. The magazine ‘Fortune’ declared that our net profit for 1934 was $600,000 and I’ll take their word for it. That’s chickenfeed in Hollywood, but we are strictly small fry. We poured the money back into the business in a long-range expansion program pointing at feature-length production and the protection of our new prestige through constantly increasing quality. The Mickeys went Technicolor. We enlarged our training school and began a nation-wide advertising campaign for young artists.

The production costs on our Symphonies shot skyward until some of the little pictures approached the ridiculous figure of $100,000. But the quality was there, and by 1935 even the ‘Three Little Pigs’ looked dated and a bit shabby in comparison with the newer Symphonies. Our staff at this time numbered around three hundred. A greater degree of specialization was setting in. The plant was becoming more like a Ford factory, but our moving parts were more complex than cogs-human beings, each with his own temperament and values who must be weighed and fitted into his proper place. I think I was learning a great deal about handling men; or perhaps the men were learning how to handle me. But let me tell you this-young artists are just as reasonable and easy to handle as anybody else. Our temperament goes into our job.

We had our technique well in hand. We had learned how to use our tools and how to make our characters act convincingly. We had learned a lot about staging and camera angles. We knew something about timing and tempo. But a good story idea, in our business, is an imponderable thing. It seems to be largely made up of luck and inspiration. It must be exceedingly simple to be told in seven or eight hundred feet. It must, above all, have that elusive quality called charm. It must be unsophisticated, universal in its appeal and a lot of other things you can’t nail down in words but can only feel intuitively.

‘The Three Little Pigs’, ‘The Flying Mouse’, and ‘The Grasshopper and The Ants’, were examples of good stories. I used to feel at times that there wasn’t another good story idea left in the world which could be told in eight hundred feet. The length limitation of the Symphony became more and more galling. We were batting story ideas around for months and sometimes years trying to get the certain twist, the lacking element, or whatever the idea needed to make it a good story. Our files were filled with abandoned stories on which we had spent thousands. It was inevitable that we should go into feature-length pictures if only for the unlimited new story material this field held for us.

I thought we could make ‘Snow White’ for around $250,000. At least that’s what I told Roy. The figure didn’t make sense because we were spending about that much on every three Symphonies or 2500 feet of picture. Roy was very brave until the costs passed a million. He wasn’t used to figures of over a hundred thousand at that time. The extra cipher threw him. When costs passed the one and one-half million mark, Roy didn’t even bat an eye. He couldn’t; he was paralyzed. And I didn’t feel very full-blooded, either. We considered changing the name of the picture from ‘Snow White’ to ‘Frankenstein’. I believe that the final figure, including prints, exploitation, etc., was around two million.

We sort of half-way explained this to everybody by charging a million of it off to research and development. You know, building toward the future. And this was true, although we hadn’t exactly planned it to be that way. Webster sums up the spirit of the ‘Snow White’ enterprise in his definition of adventure at the beginning of this article-“risk, jeopardy; encountering of hazardous enterprise; a daring feat; a bold undertaking in which the issue hangs on unforeseen events, etc.”

As a matter of fact, we were practically forced into the feature field. We not only had to have its new story material, but also we had to have feature profits to justify our continuing expansion, and we sensed that we had gone about as far as we could in the short-subject field without getting ourselves in a rut. We needed this new adventure, this ‘kick in the pants,’ to jar loose some new enthusiasm and inspiration.

Research and preliminary work in a small way had begun on ‘Snow White’ as early as 1934. I picked that story because it was well known and I knew we could do something with seven ‘screwy’ dwarfs. Beyond that, we didn’t know exactly where we were going, but we were on our way. The picture was released at the turn of the year, 1937-38. At the end of its first year, ‘Snow White and the Seven Dwarfs’ was reported to be the biggest money-maker of all times. It at least settled the question as to whether or not an audience could or would sit through an hour and thirty minutes of animated pictures. Most of the bets were that an audience would go blind. As a matter of fact, that question had been settled as early as 1935, when European audiences lined up in long queues to see a two-hour bill of our shorts. This bill ran for seventeen weeks in Stockholm, and similar all-cartoon bills have been quite successful in this country.

At the time of ‘Snow White’s’ release, our staff had grown to about six hundred. Having committed ourselves to a program of both features and shorts, it became necessary again to expand drastically. An additional eight hundred people were added to our payrolls in the next two years. For more studio space, we were forced to lease a row of apartment houses adjoining the studio, and other temporary buildings were erected on the lot. We needed a new studio and in a hurry. Not only did we need more space and more building, but the increasing emphasis on the technical side of our craft demanded the most modern and specially designed type of building and equipment. The new plant was started in 1939 on fifty-one acres near the Los Angeles River in Burbank. We moved in around the first of 1940.

The two years between ‘Snow White’ and ‘Pinocchio’ were years of confusion, swift expansion, reorganization. Hundreds of young people were being trained and fitted into a machine for the manufacture of entertainment which had become bewilderingly complex. And this machine had been redesigned almost overnight from one for turning out short subjects into one aimed mainly at increased feature production.

Produced under such conditions and forced to bear its share of this tremendously increased overhead during a two-year period, ‘Pinocchio’ is yet to return its original investment. It has been called a flop. Actually it was the second biggest box-office attraction of the year. ‘Gone with the Wind’ was first. ‘Pinocchio’ might have lacked ‘Snow White’s’ heart appeal, but technically and artistically it was superior. It indicated that we had grown considerably as craftsmen as well as having grown big in plant and numbers, a growth that is only important in proportion to the quality it adds to our product in the long run.

The large profits from ‘Snow White’, short subjects, and the mounting royalties from our merchandising enterprises, had all gone back into the business to pay for the new studio and expansion program. Our payroll had risen to around three million a year. The war had cut our potential picture profits in half. The crisis was on. Another one. It was brought on by what might reasonably be called reckless expenditures. Yet, looking at it our way, it is these expenditures that have put us in shape for the storm. Instead of the one feature-length picture every two years which seemed the limit of our capacity two years ago, we are now reorganized and equipped to release nine features in the next two years, each at a fraction of ‘Pinocchio’s’ cost.

The first of these nine features, ‘Fantasia‘, has been released. We have never been so enthusiastic about a picture. Every picture is an adventure, but ‘Fantasia’ has certainly been our most exciting one. We take great music and visualize the stories and pictures which the music suggests to our imagination. It is like seeing a concert. Leopold Stokowski and the Philadelphia Orchestra recorded the music, using a new system of sound recording and three-dimensional reproduction called Fantasound. It is our intention to make a new version of ‘Fantasia’ every year. Its pattern is very flexible and fun to work with-not really a concert, not vaudeville or a revue, but a grand mixture of comedy, fantasy, ballet, drama, impressionism, color, sound, and epic fury.

Mickey Mouse in the same boat with Bach, Beethoven, Stravinsky, and Stokowski! Well, where do we go from there? I haven’t the faintest idea. I have never had the faintest idea where this business would drag me from one year to the next. It’s at the controls, not me! But, as I said before, as long as we keep on growing the future will keep opening up. More than any other picture, Fantasia shows how much the medium has grown. No doubt, some unimaginative critics will predict that in ‘Fantasia’ the animated medium and my artists have reached their ultimate. The truth is quite to the contrary. ‘Fantasia’ merely makes our other pictures look immature, and suggests for the first time what the future of this medium may well turn out to be. What I see way off there is too nebulous to describe. But it looks big and glittering. That’s what I like about this business, the certainty that there is always something bigger and more exciting just around the bend; and the uncertainty of everything else.

Over at our entertainment factory we are training hundreds of brilliant youngsters to carry on the job far beyond where we old timers must leave off. They will train other youngsters. There is no knowing how far steady growth will take the medium, if only the technicians continue to give us new and better tools. For the near future, I can practically promise a third-dimensional effect in our moving characters. Fully exploited, Fantasound should prove a startling novelty. The full inspiration and vitality in our animators’ pencil drawings will be brought to the screen in a few years through the elimination of the inking process. Then, too, our medium is peculiarly adaptable to television, and I understand that it is already possible to televise in color. Quite an exciting prospect, I should say! And, since ‘Fantasia’, we have good reason to hope that great composers will write directly for our medium just as they now write for ballet and opera. This is the promise of the next few years. Beyond that is the future which we can not see, today. We, the last of the pioneers and the first of the moderns, will not live to see this future realized. We are happy in the job of building its foundations.