Disney Plus-Or-Minus: The Happiest Millionaire

Original theatrical release poster for Walt Disney's The Happiest Millionaire

Throughout the 1960s, Hollywood studios pumped millions of dollars into lavish epic musical extravaganzas and when they hit, they hit big. Disney had first-hand experience with this. In 1964, Mary Poppins became a phenomenon, becoming the highest-grossing film in the studio’s history and winning five Oscars. Needless to say, Walt wanted to do that again. But The Happiest Millionaire, which ended up being the last live-action film released bearing Walt Disney’s personal thumbprint, failed to recapture that old Poppins magic.

The Happiest Millionaire was based on a play by Kyle Crichton (no apparent relation to Michael Crichton, despite what IMDb may say), which was in turn based on My Philadelphia Father, a book Crichton cowrote with Cordelia Drexel Biddle. The Happiest Millionaire was not a musical when Walt acquired the rights to it. It was evidently Mary Poppins producer Bill Walsh’s idea to turn it into one. But Walt didn’t keep Walsh on the project. Instead, he turned it over to Bill Anderson, who had produced a lot of things for the studio (most recently The Adventures Of Bullwhip Griffin) but no musicals.

Anderson wasn’t the only one making his first musical. Screenwriter A.J. Carothers had been responsible for such non-singing-and-dancing films as Miracle Of The White Stallions and Emil And The Detectives. The closest Norman Tokar had come to directing a musical sequence was Fred MacMurray leading his boy scouts in the title song of Follow Me, Boys! That tune had been written by house songsmiths Richard M. and Robert B. Sherman. Once again, they’d be the ones primarily responsible for guiding the musical elements of the show.

Walt again cast his favorite leading man, Fred MacMurray, in the starring role. MacMurray was not the Shermans’ first choice (or, indeed, their second or third). They hoped to get Rex Harrison, star of My Fair Lady. But Walt had the final say on all casting decisions, so once he got his heart set on MacMurray, nobody else really stood a chance. You can understand why the Shermans might have wanted someone else. Despite his background as a saxophonist and vocalist early in his career, MacMurray wasn’t exactly known as a song-and-dance man anymore.

Second billing went to Disney newcomer Tommy Steele. Steele had become a star about a decade earlier in the UK. Considered Britain’s first rock and roll star, Tommy hit the top of the pops with songs like “Singing The Blues”. He made his movie debut (as himself) in 1957’s The Tommy Steele Story (released in this country as Rock Around The World because nobody over here had any idea who Tommy Steele was).

With his broad, toothy grin and ingratiating manner, Tommy Steele was an unlikely pop star, even by late ‘50s England standards. Still, he continued to be a big deal across the pond for a number of years. As the 1960s opened, Steele left rock ‘n’ roll behind to focus on acting. In 1963, he appeared on the West End in Half A Sixpence, a new musical developed specifically around his talents. Steele later took the show to Broadway and reprised the role again in the film version, which was made right after he finished work on The Happiest Millionaire.

Tommy Steele has a big, playing to the rafters energy that makes him an ideal musical theatre star. I’m sure seeing him live on stage was quite a treat. Heck, it may still be quite a treat. Now 84, the recently knighted entertainer was still performing as recently as 2018 in The Glenn Miller Story in London. But on the big screen, Tommy can be a lot. He’s the first character we meet in The Happiest Millionaire and his opening number, “Fortuosity”, reminds me a little bit of the “You’re Gonna Like Me” song Gabbo introduces himself with on The Simpsons.

“Fortuosity” sets the stage for everything that works and doesn’t work about The Happiest Millionaire. It’s a pretty good song that effectively sets up the story. Steele plays John Lawless, fresh off the boat from Ireland in Philadelphia, on his way to start a new job working for an elegant millionaire and his elegant family. The song is built around one of the Shermans’ favorite devices, a completely made-up word that the song defines. And Steele sells the hell out of the song, giving it all he’s worth.

It feels like the song is going to be one of those big Broadway-style opening numbers but that never really happens. Steele sings and dances all over the elaborate Main Street USA set, which is thoroughly populated by pedestrians in their best 1916 finery. But those passersby really do just pass on by. Nobody once joins in. Now in a musical, when you’ve got an energetic, effervescent guy singing and dancing up a storm, you kind of expect his enthusiasm to be contagious. But if life goes on like normal all around him, he just looks crazy.

At any rate, John arrives at the Biddle house where housekeeper Mrs. Worth (Hermione Baddeley, possibly wearing her old Mary Poppins costume) makes vague allusions to the family’s eccentricities. He gets an example of this almost immediately as patriarch Anthony J. Drexel Biddle (MacMurray) bursts in demanding chocolate cake and complaining that one of his alligators bit his finger. This, we soon discover, is not a euphemism. Lawless also meets the Biddle children, Cordelia or “Cordy” (Lesley Ann Warren), Tony (Paul Petersen) and Livingston (Eddie Hodges). All four are wearing identical turtlenecks emblazoned “Biddle Bible Class”, making the whole family look a bit like a cult.

Now at this point, I had to stop watching the movie to try and figure out what the hell was going on. Who are these people? Turns out, the movie is more or less based on a true story. The real Anthony J. Drexel Biddle’s family fortune gave him the freedom to focus on his passions: boxing and the Bible. He was a proponent of something called “Athletic Christianity” and considered a bit of a kook by Philadelphia’s upper crust. And he did in fact raise alligators for some reason.

Maybe if you live in Pennsylvania, the Biddles are more commonly known and you already knew this. But I had no idea and the movie makes no effort to clue us in. The movie is a bit reminiscent of Life With Father, another semi-autobiographical Broadway show depicting family life in the 1880s. But in that case, you don’t really need to know who the Day family really was because they’re presented as a fairly typical New York family of the era. The Biddles are anything but typical. The movie just throws us into the deep end with these folks and hopes we’ll figure it out as we go along, which makes the madly grinning John Lawless our guide and surrogate. Heaven help us.

Theatrical release poster for The Happiest Millionaire

The film’s primary conflict is between father and daughter, Cordy. Like her brothers, Cordy has been raised to be a fighter, which doesn’t help attract gentlemen callers. (The brothers are given one song, “Watch Your Footwork”, to size up a potential suitor, then completely disappear from the movie altogether.) Worried about Cordy’s future, Aunt Mary (Gladys Cooper) arranges for her to attend a private boarding school. Biddle isn’t sold on the idea but Cordy enthusiastically agrees to the arrangement.

At school, Cordy attends a dance hosted by some more rich relatives. Here, she meets Angier Buchanan Duke (played by future game show host John Davidson). “Angie” is expected to take his rightful place in the family’s tobacco business but what he really wants to do is move to Detroit and design cars. Angie and Cordy get engaged and Mr. Biddle is won over by the young man’s knowledge of jiu-jitsu. But the road to the altar hits a snag when Cordy realizes Angie won’t stand up to his domineering mother (Geraldine Page).

The wedding is called off and John Lawless, who has become a vital member of the household, follows Angie to a nearby bar. John gets him good and drunk, starting a barroom brawl that lands him in jail. Mr. Biddle comes to bail him out and, with a little reverse psychology, persuades Angie to run off to Detroit with Cordy and elope.

Now from that description, you may have noticed that The Happiest Millionaire appears to primarily be about Cordy and Angie and not so much about the top-billed stars, Fred MacMurray and Tommy Steele. This is true but both MacMurray and Steele still have plenty to do. As World War I draws near, Mr. Biddle makes repeated trips to Washington, offering to train men in the art of hand-to-hand combat. A new maid accidentally leaves a window open, freezing the alligators in blocks of ice. Somehow they manage to survive and Lawless spends several minutes trying to round the gators up. But all this business is just window dressing to the main romance.

The love story is not all that compelling in and of itself and the Shermans’ love songs, like “Are We Dancing?”, are the weakest parts of their score. If you end up caring about these people at all, it’s thanks entirely to the likable performances of Lesley Ann Warren and John Davidson. Warren came to Walt’s attention after she starred in the TV version of Rodgers and Hammerstein’s Cinderella. Davidson also came from television, appearing in the Hallmark Hall of Fame presentation of The Fantasticks and hosting The Kraft Summer Music Hall variety show. Both were making their film debuts in The Happiest Millionaire and they’ll both be back in this column before long.

Both Warren and Davidson are capable singers and dancers but the Shermans don’t do them any favors. The songs they’re given are either boring (the aforementioned “Are We Dancing?”), ridiculous (“Bye-Yum Pum Pum”, a duet between Warren and Joyce Bulifant that’s essentially a rewrite of “Feminity” from Summer Magic) or both (“Valentine Candy”, Warren’s solo lament in which she tries to decide if she’s “valentine candy or boxing gloves”).

Davidson at least gets to participate in the film’s biggest, most energetic number. “Let’s Have A Drink On It” is a rousing setpiece, led confidently by Tommy Steele. Here, finally, is the big, cinematic musical number that “Fortuosity” should have been. It comes a little late in the proceedings to solve everything but it’s a taste of what a better version of this movie might look like.

Tommy Steele is certainly a unique screen presence and it’s a little disappointing that he won’t be back in this column. After this, he only made one more Hollywood film, appearing as Og the leprechaun in Francis Ford Coppola’s adaptation of Finian’s Rainbow. He then made a couple more British movies before returning to the stage for good. That was probably the right choice and it certainly seemed to work out well for him. But a part of me wishes he’d stuck around to inject more of his sugar rush energy into a few more Disney movies.

Comic book adaptation of The Happiest Millionaire

The Happiest Millionaire premiered in Hollywood on June 23, 1967. Intended as a roadshow attraction, it made its way across the country gradually with higher, reserved-seating prices. In November, it was booked at Radio City Music Hall as their Christmas attraction. But since it would be playing with a live stage show, the venue demanded that it be cut down. Twenty minutes were chopped out, bringing it from 164 minutes to 144. As the roadshow experiment faltered, the studio cut it down even further. By the time it made it into general release, the running time had been slashed to just under two hours.

One of the first things to go had been the song “It Won’t Be Long ‘Til Christmas”, sung by Mrs. Biddle (Greer Garson) as her husband struggles with empty nest syndrome. It’s actually one of the sweetest, most heartfelt songs in the entire movie. Fortunately, Disney has restored the complete roadshow version and that’s the one you can find on Disney+.

Casting Oscar winner Greer Garson as Mrs. Biddle must have been quite a coup for Disney. She was once one of the biggest stars in Hollywood, racking up seven Academy Award nominations over the course of her distinguished career. But she’d slowed down considerably in recent years, making occasional TV appearances and appearing in the Debbie Reynolds vehicle The Singing Nun. Unfortunately, she doesn’t have a whole heck of a lot to do here, either. But “It Won’t Be Long ‘Til Christmas” is a nice spotlight for her and a tender moment among all the other wacky shenanigans.

When all was said and done, The Happiest Millionaire only earned about $5 million at the box office, just about enough to break even. The movie did mange to get a single Oscar nomination for Bill Thomas’s costume designs (it lost to another mega-musical, Camelot) and Tommy Steele was nominated for a Golden Globe in the Most Promising Newcomer – Male category (he lost to an even more promising newcomer, Dustin Hoffman in The Graduate). But the general consensus was that The Happiest Millionaire simply didn’t work.

It’d be nice to say that the general consensus was wrong and that Walt Disney’s last live-action project is really a misunderstood gem. Unfortunately, that’s just not the case. There are individual moments in The Happiest Millionaire that sparkle but the whole thing never really comes together. Walt was nothing if not ambitious. But in this case, his ambitions got away from him and ended up smothering a project that never quite figures out what it wants to be.

VERDICT: This is almost (but not quite) a Disney Plus buried inside a Disney Minus.

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Disney Plus-Or-Minus: The Gnome-Mobile

Original theatrical release poster for Walt Disney's The Gnome-Mobile

Ask anybody to start listing off live-action Disney movies and odds are The Gnome-Mobile is not going to be the first, second or even tenth movie they mention. Hell, even if you try to help them out by having them list off live-action Disney movies about magical little people, The Gnome-Mobile will come in at least second after Darby O’Gill. As of this writing, The Gnome-Mobile has not been released on Blu-ray and it’s not available on Disney+. It doesn’t seem to have much of a cult following. Just over 1,000 people have even marked it as “seen” on Letterboxd, making it slightly less popular than Johnny Tremain. But taken on its own merits, The Gnome-Mobile is a fun little movie that, for my money, is a lot more enjoyable than some of Disney’s other late ‘60s output.

Even though The Gnome-Mobile seems like a natural and even obvious subject for a Disney picture, it still has a somewhat unusual history. The movie is based on a novel by Upton Sinclair, of all people. Sinclair was a noted left-wing political activist and the author of such books as The Jungle and Oil! (later the basis for P.T. Anderson’s There Will Be Blood).

Sinclair had a rocky history with the movie industry. He had approved of and produced the 1914 adaptation of The Jungle (a silent film now lost) and he got a big payday from Victor Fleming’s 1932 version of his book The Wet Parade. But in 1933, he was hired by movie mogul William Fox to write a hagiography of Fox Film Corporation. The resulting book, Upton Sinclair Presents William Fox, was a critical look at Fox’s attempt to create and control a monopoly. Needless to say, this did not endear him to Hollywood executives.

In 1934, Sinclair ran for governor of California as a Democrat with a Socialist-leaning platform. Every studio in town opposed him, churning out anti-Sinclair propaganda to defeat him (you may remember this being touched upon in David Fincher’s Mank). Sinclair practically went broke losing that election, so afterward he went out on a speaking tour to raise some money. The tour took him through Redwood National Park in northern California, which inspired him to write The Gnomobile, one of his only books for children.

After The Gnomobile was published in 1936, Sinclair’s friend, Rob Wagner (whose magazine, Script, had been one of Sinclair’s only defenders during his gubernatorial campaign), introduced Sinclair to Walt Disney, another former contributor to Script. Wagner and Sinclair thought The Gnomobile would make for a good cartoon. Walt thought it was better suited to live-action and promised to keep it in mind if he ever started making live-action pictures.

Upton Sinclair and Walt Disney discuss The Gnome-Mobile

Over the years, Sinclair held him to that promise, periodically checking in with Walt. By the mid-60s, a note of fatalism crept into Sinclair’s correspondence. He was getting up there in years and still hoped to see The Gnomobile turned into a movie before he died. Apparently, this worked. Walt assigned the newly-retitled The Gnome-Mobile to his A-team: director Robert Stevenson, producer James Algar and screenwriter Ellis Kadison.

(I don’t imagine Upton Sinclair and Walt Disney saw eye to eye on much of anything, especially politics, so I was very curious about how they got together. In particular, I need to thank author Ariel S. Winter, whose fascinating blog We Too Were Children, Mr. Barrie provided a great deal of insight into their history.)

“A-team” might be a bit generous in describing Kadison who certainly had an interesting career but only worked with Disney on this one project. Like a lot of Disney writers, Kadison worked extensively in television. He’d also written, produced and directed some odd-looking, lower-budget family films like The Cat, Git!, and You’ve Got To Be Smart, which is probably what brought him to Disney’s attention. The Gnome-Mobile came toward the end of Kadison’s Hollywood career. His last major credit was writing several episodes of Sid and Marty Krofft’s psychedelic nightmare The Banana Splits Adventure Hour.

Triple Oscar winner Walter Brennan (last seen around these parts as a friend of Those Calloways) stars as San Francisco-based lumber tycoon D.J. Mulrooney. He’s on his way to an important business meeting in Seattle but not before he stops at the airport in his vintage Rolls Royce to pick up his grandkids, Elizabeth and Rodney (played by those Mary Poppins kids Karen Dotrice and Matthew Garber…the credits actually introduce them as “those Mary Poppins kids” to remind you that you already liked one movie these kids were in).

The Mulrooneys stop for a picnic lunch among some giant redwoods. Elizabeth goes exploring and meets a young gnome named Jasper (Tom Lowell, Canoe from That Darn Cat!). Jasper has a big problem and his closest friends, a bunch of talking, animatronic forest animals, haven’t been much help. It seems that Jasper’s grandfather, Knobby (played by Brennan without his false teeth), is fading away. He’s lost the will to live since he’s become convinced that he and Jasper are the last of the gnomes.

Elizabeth convinces D.J. to give Jasper and Knobby a ride in the jauntin’ car, now dubbed the Gnome-Mobile according to the Sherman Brothers’ song, to search for other gnomes in other forests. Knobby agrees to go along with it despite his mistrust of “doo-deans” (that’s gnomish for big people), especially the loggers he refers to as “Mulrooney’s Marauders”. D.J. tries to keep his identity a secret but once the cat’s out of the bag, Knobby goes ballistic. He wants nothing to do with Mulrooney and D.J. decides he doesn’t want anything to do with the short-tempered, ingrateful gnome, either. He plans to drop them off and be rid of them at first light.

Unfortunately, Knobby’s tirade caught the attention of Horatio Quaxton (Sean McClory, Kurt Russell’s drunken dad in Follow Me, Boys!). Quaxton runs a traveling two-bit sideshow called Quaxton’s Academy of Freaks (unfortunately, we don’t get to see much of the Academy, otherwise this would likely shoot to the top of my list of favorite weirdo Disney movies). He manages to sneak into the Mulrooneys’ hotel room and kidnap the basketful of gnomes. Once the crime is discovered, D.J. calls his right-hand man, Mr. Yarby (Richard Deacon, last heard as the voice of the survival manual in Lt. Robin Crusoe, U.S.N.), and orders him to get their security team on the case immediately.

As far as Yarby’s concerned, this is just a sure sign that D.J. is cracking up. He arranges to have his boss locked up in a mental institution. Rodney and Elizabeth borrow the Gnome-Mobile, rescue their grandfather and figure out where Quaxton is hiding by interrogating a pair of his disgruntled employees (played by instantly recognizable character actors Frank Cady and Ellen Corby). By the time they get to Quaxton’s cabin, Knobby has already made his escape but they’re still in time to rescue Jasper.

Meanwhile, Yarby is still on their trail accompanied by a pair of male nurses (one of whom is played by Norm Grabowski from the Merlin Jones saga). They spot the Rolls while filling up with gas and immediately take off after them, yanking the hose out of the fuel pump in the process. D.J. leads them on a cross-country chase that ends up with Yarby’s car slowly coming to pieces bit by bit.

Ultimately, they get rid of their pursuers and are reunited with Knobby, who has found a gnome colony led by the thousand-year-old Rufus (who else but Ed Wynn). Rufus assures Jasper that there are plenty of other gnomes and a surplus of unattached gnome women. Jasper is immediately attracted to a shy beauty named Violet (Cami Sebring, ex-wife of celebrity hairstylist and soon-to-be Manson Family victim Jay Sebring). But in gnomish tradition, it’s the girls who chase the eligible boy. Jasper is dunked into a sudsy bath and whoever is able to catch him and hang on to him for seven seconds wins. In the end, Violet prevails over her more aggressive rivals. She and Jasper get married and D.J. donates 50,000 acres of forestland to the gnomes.

Theatrical re-release poster for The Gnome-Mobile

It seems clear to me that The Gnome-Mobile has been overshadowed by the not-dissimilar Darby O’Gill And The Little People. It’s easy to see why. Darby O’Gill has a lot going for it that The Gnome-Mobile has not, including richer characters and young stars like Sean Connery and Janet Munro. That movie makes room for drama, suspense and romance. This one is basically just a knockabout comedy. But it’s a funny, entertaining knockabout comedy and that goes a long way.

Sinclair was inspired to write his book in the first place by the magnificent redwoods and some echoes of his conservationist message still ring through the movie. But even though it looks briefly like the film is going to be Disney’s version of The Lorax, it never quite gets there. Sure, D.J. is an obscenely rich industrialist who made his fortune by deforesting huge swaths of land but he’s not a bad guy. He seems to feel that he’s made enough money and that it’s important to protect some land for future generations. Leave it to Disney to find away to make a movie that’s simultaneously pro-capitalism and pro-environmentalism.

At any rate, it’s not as though The Gnome-Mobile is heavy with messaging of any kind. The movie exists to showcase some fun special effects, engaging comic performances and goofy slapstick. I mean, what can you really say about a movie where a fuel pump starts spewing gas everywhere and the hapless gas station attendant tries to stop it with his hands and face? You can’t take any of this too seriously. As long as you go with the flow, you’ll have a good time.

We do have to say goodbye to a couple of familiar faces with this movie. Ed Wynn, who has been a presence in this column since Alice In Wonderland, died in 1966 at the age of 79. The Gnome-Mobile, his final film, was released posthumously about a year after his death. Wynn could be a lot but Disney usually had a pretty good sense of where and when to deploy his unique energy. Rufus is a good role for him to go out on. I’ll actually miss seeing him pop up in these movies.

The Gnome-Mobile also marks the end of Matthew Garber’s brief film career. He appeared in three Disney films beginning with The Three Lives Of Thomasina, then evidently decided acting wasn’t for him and went back to school. About ten years later, he contracted hepatitis in India. He died of pancreatitis back home in London in 1977 at the age of 21. In 2004, he and his on-screen sister, Karen Dotrice, were named Disney Legends. Dotrice will eventually find her way back into this column but it’ll be awhile.

When The Gnome-Mobile was released on July 12, 1967, critics weren’t exactly blown away but a lot of them found good things to say about it. It did OK at the box office, well enough to warrant a theatrical re-release in 1976. But it’s a movie that’s left a very small cultural footprint. You don’t hear it talked about much at all, either fondly or disdainfully. As usual, that’s kind of on Disney. They’re the ones deciding what to release on Blu-ray and promote on their streaming service. They could easily start introducing The Gnome-Mobile to a new audience if they felt like it. It’s a fun little movie that deserves another chance.

VERDICT: Another Disney Plus that’s not on Disney+.  

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Disney Plus-Or-Minus: Follow Me, Boys!

Original theatrical release poster for Walt Disney's Follow Me, Boys!

It should not come as a shock to learn that Walt Disney had been a Boy Scout. As an adult, he wasn’t exactly anyone’s idea of an outdoorsman. But the principles of the Boy Scouts clearly resonated with him. Scout Law sounds a lot like the codes of conduct for cast members at Disney theme parks or on the Mickey Mouse Club. Like the Boy Scouts, a Mouseketeer is trustworthy, loyal, helpful, friendly, courteous, kind, obedient, cheerful, thrifty, brave, clean, and reverent.

Walt had to quit the Scouts when his family moved back to Chicago in 1917. In 1946, the Boy Scouts of America (BSA) presented him their highest honor, the Silver Buffalo Award. Other recipients that year included General Dwight D. Eisenhower and Admiral Chester W. Nimitz, both of whom received billing beneath Walt in the BSA’s writeup of the event. Clearly, Walt had enormous affection for the organization. However, I’m not sure that justifies a two-hour-plus valentine to the good work of the Boy Scouts of America.

Follow Me, Boys! is based on the novel God And My Country by MacKinlay Kantor, the Pulitzer Prize-winning author of the Civil War novel Andersonville. Another of Kantor’s war-themed works, the novella Glory For Me, provided the basis for the 1946 classic The Best Years Of Our Lives. Disney’s movie reunited director Norman Tokar with screenwriter Louis Pelletier, who’d written Those Calloways and Big Red. Tokar (who seemed to be competing with Robert Stevenson for the title of Disney’s Busiest Director) had recently branched out into comedy with The Ugly Dachshund. Follow Me, Boys! places him squarely back within his wheelhouse of earnest dramas.

Fred MacMurray (last seen in 1963’s Son Of Flubber) stars as Lemuel Siddons, a saxophonist with Melody Murphy’s Collegians and aspiring lawyer. Lem is getting tired of life on the road, so when the band makes a pit stop in the small town of Hickory, USA, he impulsively decides to get off the bus permanently. He gets a job at Hughes Mercantile Store and slowly wins over the locals, including Mr. Hughes himself (Charlie Ruggles in his final Disney appearance) and wealthy widow Hetty Seibert (silent film icon Lillian Gish in her only Disney gig).

One person who seems immune to Lem’s charm is Vida Downey (Vera Miles in her third Disney picture). Vida works at the local bank alongside Hetty’s nephew, Ralph Hastings (Elliott Reid, also MacMurray’s rival in the Flubber flicks). Hoping to impress her, Lem attends a town meeting on the topic of keeping Hickory’s boys off the streets and out of the pool halls. Lem spots a list of suggestions in her hand that includes Y.M.C.A., 4-H and (underlined) Boy Scouts.

Before Vida gets the chance to speak, Lem stands up and steals her idea to organize a Boy Scout troop. Unfortunately, no one is willing to be Scoutmaster, so Lem volunteers for the job. Vida is impressed by Lem’s willingness to lead the boys (especially since Ralph wants nothing to do with it) and she slowly starts warming up to him. Eventually, the two get married. I guess the secret to a happy marriage is never tell your spouse that you stole credit for her idea.

Over the next few weeks, Lem assembles a ragtag group of Scouts, including the bespectacled Hoodoo Henderson (Dean Moray), husky Beefy Smith (Keith Taylor), and cornet-playing Quong Lee (Warren Hsieh). Of course, there’s always one outsider, a tough guy with a slingshot who doesn’t go in for sissy stuff like the Boy Scouts. In Hickory, it’s Whitey and he’s played by a young actor named Kurt Russell. We’ll talk more about this promising newcomer in a moment.

Lem catches Whitey trying to steal from the general store. But instead of turning him in, Lem lets him go and turns a blind eye when he swipes a copy of the Boy Scout manual. Whitey’s intrigued and reads the book cover to cover. He secretly longs to join but he’s ashamed of his father Ed (Sean McClory), the town drunk. Eventually, Lem and the boys persuade Whitey that they really do want him to sign up and Whitey agrees, somewhat reluctantly.

When Lem runs into Ed at the store, he discovers that Whitey didn’t even invite him to the upcoming Fathers’ Night. Lem tries to repair the rift between father and son but only makes things worse. Ed shows up staggering drunk, toting a couple of melting, oversized containers of ice cream for the boys. Ed causes a scene and a thoroughly humiliated Whitey escorts his dad back home, angrily resigning from the troop.

Later on, Ed passes out and Whitey races back to Lem for help. Sure enough, Ed has finally drunk himself to death, leaving Whitey an orphan. Lem and Vida, who have recently learned they can’t have children of their own, take the boy in, finally providing him the home and family he never had.

Whitey returns to the troop and works his way up to a leadership role. He even performs a daring rescue when a younger boy falls off a cliff onto a ledge. But nothing’s good enough for the blue-nosed gossips of Hickory. To them, Whitey’s still a bad apple, the son of that no-account drunk. Furious that his boy would be treated so shabbily, Lem calls up the BSA and quits. At the same time, Whitey packs up his stuff and decides to run away from home. Lem finds him picking up camping gear at the cabin. The two of them convince each other to stick around just as the entire town shows up to show their support for Lem. It’s a big emotional finale as Troop 1 has been saved!

But guess what? It’s not the finale as Follow Me, Boys! just keeps on going. Time rolls forward several years to 1944. Lem is still Scoutmaster to a new troop of boys, taking them on an overnight camping trip. But this is wartime and the U.S. Army has scheduled a military exercise at the very same lake. Not realizing that he isn’t part of the war games, Lem is taken captive and held as a P.O.W. The MP in charge doesn’t buy his Boy Scout story because Lem can’t even tie a sheepshank. Meanwhile, the boys take cover in an abandoned bunker where they manage to take out an entire battalion and capture a tank. If you’re thinking this all sounds very random and tangential to the story that had been being told up until now, you’re not wrong.

After this very extended interlude, Lem and the boys return to their meeting house, only to find it sealed by court order. Turns out that Ralph found out that Aunt Hetty, who owns the valuable lakefront property, planned to bequeath the land over to the Scouts in her will. Fearful of losing his inheritance, Ralph argues that Hetty is getting senile and demands the court appoint a guardian. Lem, forever toting around law books but never finding the time to take the bar exam, is allowed to question Hetty in court. He proves that she’s still sharp as a tack, forcing Ralph to withdraw his petition.

Time marches on yet again and the movie flashes up to the 1950s. Whitey is now all grown up and played by Donald May (last seen in A Tiger Walks and no relation, as near as I can tell, to Synapse Films President Don May, Jr.). He served in the medical corps overseas and comes home to Hickory with a new wife, Nora (former Disney child star Luana Patten, not seen in this column since Johnny Tremain). Lem hasn’t slowed down a bit. He still serves as Scoutmaster and now owns the store since Mr. Hughes passed away. Concerns over his health force Lem to concede that it’s time for someone else to take over Troop 1. Since the newly expanded meeting house at the lake is ready to open, the BSA decides to throw a combination dedication and retirement ceremony.

The people of Hickory have one more surprise for Lem. The drive out to the lake turns into a parade as everyone gathers to celebrate Lem Siddons Day. All of the original Troop 1 boys turn out, even Hoodoo who grew up to become governor of whatever state this is. Lem cuts the ribbon opening Camp Siddons, leads everyone in one last round of Troop 1’s official marching song, “Follow Me, Boys” by the Sherman Brothers, and now the movie is finally allowed to end.

Re-release poster for Follow Me, Boys!

Follow Me, Boys! is very much the type of movie fans either adore or despise. It’s a lot and if you don’t have a taste for homespun cornball Americana, it’s easy to choke on it. This is like It’s A Wonderful Life if George Bailey had no regrets, would never dream of committing suicide and thought everything about life in Bedford Falls was A-OK all the time. Lem isn’t even bothered by the fact that he never became a lawyer. Good for him, I guess, but it doesn’t make for a very compelling or dramatic story arc.

The movie’s biggest flaw, and one I believe even its most ardent fans will agree with, is that it’s ridiculously overlong. Even the studio thought so. When they re-released it to theatres in 1976, they cut nearly half an hour out of it. There’s hardly a scene that doesn’t drag on just a little bit longer than it needs to. That’s not even counting the whole war game sequence, which comes totally out of left field and just does not know when to quit. I get why it’s here. It’s the kind of big, loud, silly setpiece that people had come to expect from live-action Disney movies. But it’s also completely extraneous and forgotten about the second it’s over.

Another problem is the casting of Fred MacMurray as Lem. Not that he doesn’t seem like a believable Scoutmaster and father figure. But he hits the same note so often that the character doesn’t seem to change or grow at all over the years. Both physically and emotionally, Lem seems like exactly the same guy at the end of the movie as he did at the beginning.

When Follow Me, Boys! was released, MacMurray was 58 years old. Looking at him, you’d think, “Yeah, that sounds about right.” So at the beginning of the movie, it’s impossible to figure out how old Lem is meant to be. He’s playing in a band called the Collegians but he remarks to his boss that they’re hardly Collegians anymore. Indeed, the other band members look just as old or older than Fred. Lem deciding to chuck it all for a job as a stockboy seems less like the impetuousness of youth than a late-game midlife crisis.

It gets even worse as Lem gets older (which is to say, closer to MacMurray’s actual age). Rather than wasting time with old-age makeup, they simply tried to put white in MacMurray’s already-dyed black hair. So he ends up with this extremely unnatural blue tint in his hair. Vera Miles, who was only about 37, doesn’t fare much better. They wrinkle her up and put some random streaks through her hair. It’s all so vague that I’d place their characters’ ages at anywhere from 60 to 100.

MacMurray and Miles also don’t make for a very appealing couple. Granted, plausible adult romance was never a strong suit of Walt Disney Pictures. Even their best relationships are pretty chaste (Maureen O’Hara and Brian Keith in The Parent Trap providing one notable exception). But here, it’s hard to fathom what Miles sees in this guy. During their courtship, they have a huge fight in front of the boys after Vida prepares an elaborate picnic lunch and Lem forbids her from serving it. He wants the boys to be self-reliant. So Vida throws the whole thing into the lake out of spite. She’s prone to flying off the handle and he’s an insensitive, bullheaded tyrant. It’s a match made in heaven!

Despite the movie’s many, many flaws, lots of people really love Follow Me, Boys! Believe it or not, I can understand why they do even if I disagree with them. Clichés do not become clichés because they don’t work. It’s because they do work that makes them so effective and overused. The finale goes all out tugging shamelessly at the heartstrings. It’s hard to resist the old “ordinary guy is celebrated by all the people he’s touched over the years” routine. Would it have meant more if we actually knew something about these kids beyond their names and a single personality trait? Sure. But it works well enough as is to get the job done.

Certainly the most genuinely affecting parts of the film revolve around Kurt Russell and his dad, Sean McClory. McClory manages to avoid turning Ed into a caricature. He doesn’t seem to be an abusive or angry drunk. When he sees the shame and disappointment on his son’s face, he becomes even more disappointed in himself. This guy knows he’s letting himself and his son down but is powerless to stop it. It’s a really interesting performance with more nuance than I expected. Sean McClory had earlier done some uncredited voice work on Mary Poppins and I’m happy to say he’ll be back in this column soon.

Needless to say, we’re also going to be seeing a whole lot more of Kurt Russell. Russell began acting in the early ‘60s, appearing in the Elvis Presley movie It Happened At The World’s Fair and popping up on various TV shows. In 1963, he landed the title role on The Travels Of Jaimie McPheeters, an hour-long Western that ran on ABC opposite Walt Disney’s Wondrful World Of Color on NBC. (Dan O’Herlihy, brother of Fighting Prince Of Donegal director Michael O’Herlihy, played Kurt’s dad on the show…everything is connected.)

Jaimie McPheeters didn’t last long and Russell was back to guesting on shows like The Fugitive and Gilligan’s Island (he played Jungle Boy). After he was cast in Follow Me, Boys!, Walt knew he had his next big child star. Walt took Kurt under his wing, coming to visit him on the set and showing him bits and pieces of other projects in development. In the late ‘60s and early ‘70s, Kurt Russell would become as important to Disney as Hayley Mills had been a few years earlier.

Thanks to this chronological project, it’s very easy for me to imagine someone other than Russell playing this role. If Walt had made it earlier, it would have been Tommy Kirk or Tim Considine or David Stollery or even, God forbid, Kevin Corcoran. Some of those kids would have done just fine but none of them were Kurt Russell. It would be easy for a young actor to overplay this role. Russell can’t totally elevate the character out of the realm of cliché. Nobody could. But he does sell Whitey’s rebellious streak without being obnoxious and he plays on the audience’s sympathies without being maudlin. That’s harder than it looks, especially when you’re just starting out and the script isn’t doing you any favors.

Follow Me, Boys! was positioned as Disney’s big holiday release, coming out on December 1, 1966. Predictably, most critics were not charmed but audiences seemed to enjoy Walt’s Boy Scout Jamboree. It did reasonably well at the box office and, as mentioned earlier, warranted a rerelease in the ‘70s.

But the release of Follow Me, Boys! was quickly overshadowed by sadder news. On December 15, 1966, Walter Elias Disney died at the age of 66. The end had come quickly. He had only just been diagnosed with lung cancer in early November. His death was front-page news around the world, eventually leading to weird urban legends that his body had been cryogenically frozen (it’s not) and that his last words had something to do with Kurt Russell (again, not exactly…one of Walt’s last handwritten notes appear to be casting suggestions for a TV production called Way Down Cellar that include “Kirt” Russell and fellow Disney contract player Roger Mobley, spelling apparently not one of Walt’s strong suits).

It also left the studio that bore his name in a bit of disarray. With Walt gone, his brother Roy O. Disney became president. Roy had been with Walt from the beginning but he’d handled the business end, not the creative. Of course, the studio still had a few projects already in the pipeline that Walt had supervised but not many.

Walt’s primary focus during his last years had been EPCOT, the Experimental Prototype Community of Tomorrow. EPCOT would remain unrealized but Roy postponed his own retirement to fulfill one of his brother’s other last projects, a second theme park in Florida that would be named Walt Disney World. But around the studio, things were about to change. Walt Disney’s innate sense of storytelling and world-building had guided the studio for decades, leaving a legacy that’s lasted generations. Now that guiding hand was gone and other people would have to learn to steer.

VERDICT: If you have fond memories of it, I’m super happy for you. But coming at it cold in 2021, it’s a Disney Minus.

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