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DUMBO – Oliver Wallace and Frank Churchill


Original Review by Craig Lysy

The children’s story of Dumbo, written by Helen Aberson-Mayer in 1939, was presented to studio executive Walt Disney, who was inspired and so tasked screenplay writers Joe Grant and Dick Huemer, to adapt it for the big screen. After suffering loses with Pinocchio and Fantasia in 1940 Disney managed production, but was tight-fisted with company financial resources and so only budgeted $813,000, which as expected expanded ultimately to $950,000. The screenplay was written by Joe Grant, Dick Huemer and Otto Englander, while Supervising Director was assigned to Ben Sharpsteen. The voice cast would consist of Edward Brophy as Timothy Q. Mouse, Verna Felton as the Elephant Matriarch, Cliff Edwards as Dandy Crow, Herman Bing as the Ringmaster, and Sterling Holloway as Mr. Stork.

One day a stork delivers the elephant matriarch with a baby, which has enormous ears. He is mocked by the fellow elephants and nicknamed Dumbo. Because he is clumsy Dumbo fails every effort to fit in the various elephant circus acts. Taunting by a pack of mean boys leads his mother to come to his defense, which leads to her being caged. Feeling responsible, Dumbo is depressed but befriended by Timothy Q. Mouse. One day Dumbo and Timothy by chance drink some champagne, get drunk, and wake up in a tree with the crows. They are told that Dumbo can fly with his ears, and because they feel sorry for his abuse, gift him a magic feather, which gives him the power of flight. Well for his first performance he drops the feather, but with Timothy’s coaxing overcomes it and does indeed fly. He becomes an instant sensation, and he, his mother and Timothy head to Hollywood for a delightful happy ending. The film was a commercial success, earning a profit of $850,000. Critics praised the film. The film earned two Academy Award nominations for Best Original Song, and winning one for Best Music, Scoring a Musical Picture.

As was his customary practice, Studio Chief Executive Walt Disney managed all aspects of the film’s creative process. He recruited his trusted composer team of Oliver Wallace to score the film and Frank Churchill to compose music for the songs. Ned Washington was brought in as the song lyricist and a total of eight songs were ultimately chosen to be woven into the film’s musical narrative. Disney music veterans Edward Plumb, Joseph Dubin, Paul J. Smith, and Charles Wolcott provided orchestrations, while Ken Darby, Leigh Harline, Larry Morey, and Carl Stalling were credited as ‘music directors,’ making this a truly collaborative effort.

Disney was again insistent that the quality of the musical score match the visual splendor of his animation and that the songs be singable, have memorable lyrics, and bear melodies that would resonate with the public for years to come. For his soundscape Wallace created a number of discreet set-pieces, rather than using a leitmotif approach. The whimsical score offers wonderful carnivalesque music, a number of fanfares, exciting frenetic and comedic music for the circus acts, and the sentimentality and tenderness requisite for any children’s story. Churchill and Washington created most of the songs, which were folksy, fun, and sentimental. Wallace composed music for the two most notable songs; “Pink Elephants on Parade” and “When I see an Elephant Fly”. Lastly, cues code (*) contain music not found on the album.

“Main Title” offers a fun score highlight, which opens with the RKO Radio Pictures studio cartoon logo supported by robust fanfare dramatico and inspired strings spiritoso. The film title displays, and then the credits are displayed as a series of colorful posters with cartoon figures. At 0:25 strings energico launch a vibrant and festive carnivalesque musical narrative abounding with excitement and fun. At 0:48 a perky calliope moves to the fore front taking up the carnivalesque melody full of child-like wonderment. At 1:08 we shift atop horns to a more dramatic narrative, which ushers in a reprise of the Carnival Motif. “Look Out For Mister Stork” offers the film’s first song sung by the Sportsmen chorale, which supports the flight of a flock of storks bearing newborns they will deliver. It offers a plucky and playful happy-go-lucky tune as we see the storks descend over Florida and deliver their precious sacks filled with bear cubs, a kangaroo kid, a hippopotamus pup, five tiger cubs, and a baby giraffe. We end sadly at 2:01 as two bundles float beyond the reach of the elephant Mrs. Jumbo

“Loading The Train” reveals the circus train preparing to load to transport them to the next venue. We open with two train whistle blasts followed by rousing fanfare, which launches a vibrant and energetic musical narrative abounding with joie de vie as we see animal and equipment being loaded. Comedy joins at 1:00 as the men force the last elephant’s but into the railroad car. At 1:14 we segue into the song “Casey Junior” sung by The Sportsmen. It offers another plucky, happy go lucky tune, which supports the train’s departure, propelling it enthusiastically down the tracks. At 1:39 strings energico and bubbling woodwinds of delight carry us into “Stork On A Cloud” where we see a solitary stork carrying a large sack. The Casey Junior song melody is sustained. At 1:54 a diminuendo supports the tired stork resting on a cloud, and we segue into the pleasant somnolent “Rock-A-Bye-Baby” melody as the sack keeps sinking into the cloud. At 2:32 we segue into “Straight From Heaven” as the stork sees the circus train heading northward on a map of Florida supported by a churning Train Motif replete with playful woodwind accents. At 2:54 a precipitous string descent motif carries the stork down to the train. The vibrant Cassie Junior song melody supports the stork trying to locate the elephant car, with comedy joining at 3:26 as he gets the tiger car by mistake. At 3:41 the music softens with maternal tenderness carrying us into “Mother And Baby” as the stork finally delivers his sack to the expecting Mrs. Jumbo. At 3:51 playful strings and bubbly woodwinds support the stork finalizing the delivery singing the Happy Birthday song (not on the album). At 4:02 maternal tenderness and gentility joins as mother and baby bond, she not carrying about his oversized ears. At 4:23 we segue into “Arrival At Night” propelled by the churning Casey Junior song melody as the train is seen arriving at its destination at nightfall.

“Song Of The Roustabouts” offers the film’s third song, a rhythmic workmen’s ditty sung by The King’s Men. We open energetically with an orchestral prelude borne by plucky pizzicato strings and vibrant fanfare bravura as we see the animals and circus performers disembarking in the rain. The chorus joins at 0:32 and supports images of the tent crew supported by the elephants, working hard to drive the spikes, set the center poles, and setup the tents. The song closes with satisfaction having at last completed the tent. “Circus Parade” offers a fun score highlight! It reveals the circus performers parading down Main Street to raise enthusiasm and attract towns folk to the circus. The composer team provides a rousing horned propelled marcia festivamente. At 0:43 a calliope drawn by a hippopotamus with a retinue of exotic camels takes up the musical narrative. At 0:56 clowns enter and we shift to a silly marcia comica filled with buffoonery. We conclude at 1:10 with a return to the festive opening march as the parade of elephants are seen, closing with a tinge of sadness as Dumbo trips on his ears and lands in a mud puddle. “Bathtime” opens with endearing strings gentile and playful woodwinds as Dumbo is bathed by his mother. At 0:49 we segue into “Hide And Seek” where we see Dumbo hiding behind his mommy playing hide and seek. Delightful woodwinds felice offer a playful musical narrative and a tender mother-son moment.

In “Ain’t That The Funniest Thing” a calliope offers a fast-paced rendering of the march melody as we see tickets being sold to circus goers. Mean kids begin to tease and mock little Dumbo and at 0:15 we segue menacingly into “Berserk” propelled by horns irato as Mrs. Jumbo goes on a rampage against the kids to defend her little boy, ultimately tossing the Ring Master into a water basin. The composer team whips up a tempest of rage and alarm as the circus team surrounds and ropes her. At 1:08 a diminuendo of sadness supports the sight of Mrs. Jumbo locked in a cart labelled “Mad Elephant”. She in chained down and very despondent. At 1:17 we segue into “Dumbo Shunned” supported by strings tristi as we see Dumbo isolated from the other elephants and grieving the loss of his mommy. At 2:04 we segue into “A Mouse!” atop plucky pizzicato strings as the circus mouse Timothy moves in and scares the elephants mocking Dumbo. They cower much to his delight. He leaves and we segue at 2:23 into “Dumbo And Timothy” woodwinds tenero and strings full of sympathy support the introduction, gradually becoming playful as the two bond after the mouse feeds him a peanut. Timothy decides that he has to build an act for Dumbo and we conclude at 3:17 atop heraldic trumpets in “Dumbo The Great” as Timothy declares his new title!

“The Mouse’s Scheme” (*) reveals that he has devised a scheme to have Dumbo provide a climax for the Pachyderm act and then scurries off carried by trilling woodwinds and pizzicato strings animato. He sneaks into the Ring Master’s bedroom while he is sleeping supported by his pizzicato string’s motif joined with a Novachord other-worldly effect. He strikes a metal container creating a gong resonance, places part of the sheets over him to create a ghost image, and them makes verbal suggestions to his subconscious to make Dumbo the climax. “The Pyramid of Pachyderms” reveals a whistle and fanfare introducing the act and then shifting the festive Circus Theme as one by one the elephants begin creating the pyramid. After completing it, the music stops as the Ring Master introduces the act’s climax – Dumbo! (*) “Dumbo’s Climax” opens with fanfare and gong strike as he enters illuminated by a spot light. He hesitates and the mouse sticks him with a pin and he begins his run supported by a drum roll. He trips on his ears, stumbles, and crashes into the base elephant, which causes the pyramid to collapse. The composer team supports dramatically with an astounding orchestral tempest as the collapse causes a panic and ends up bringing the tent down.

“No Longer An Elephant” reveals the aggrieved elephants taking a solemn vow saying that Dumbo is no longer, an elephant. A pathos for strings supports the oath taking. At 0:23 we segue into “Dumbo’s Sadness”, which is attached to a scene edited out of the film. Plaintive woodwinds and strings tenero speak to Dumbo’s estrangement and new job – playing a clown. (*) “Clown Act” offer a very entertaining score highlight. It reveals Dumbo on a high balcony above the flames of a burning building, dressed in a clown outfit. A stepped crescendo dramatico sets the stage with Dumbo clearly in peril. An amazingly funny musical narrative of slapstick silliness joins as a fire truck arrives, manned by clowns who engage in stunt after stunt of buffoonery, with the requisite musical highlights. A drum roll and descent motif supports Dumbo jumping into a net below, crowned with a fanfare “Da! Da! At 0:50 we segue into “A Visit In The Night” supported by aching strings and woodwinds tenero as the Timothy takes Dumbo to see him imprisoned mom. At 1:17 a soothing wordless women’s choir supports Mrs. Jumbo caressing Dumbo with her trunk, much to his delight. At 1:25 we segue into the tender lullaby song “Baby Mine” sung by Betty Noyes supported by an angelic wordless women’s choir. As she sings the song we see a montage of the various animal mothers caring for their children.

“Clown Song” offers a lively accordion carried melody, which supports the clown performers deciding to raise the platform from which Dumbo jumps. At 0:31 now full of themselves, the melody takes off and becomes festive as they all head to tell the Ring Master of their great idea, which they believe will get them all raises. At 0:45 the song chorus sung by Billy Bletcher, Eddie Holden and Billy Sheets concludes. “Hiccups” opens with solo cello with kindred strings tenero and harp glissandi adornment, which support Timothy comforting the tearful Dumbo who did not want to leave his mother. He develops hiccups and Timothy takes him for a drink with the melody becoming more energetic joined by bubbly woodwinds. At 0:40 we segue into “Firewater” on a descent motif as Dumbo drinks not knowing a champagne bottle mixed with the water. Dumbo is now intoxicated and we segue at 0:47 into “Bubbles” where he burbs bubbles. Timothy is curious about the water, accidentally falls in, and also gets drunk. (*) “Bubble Fun” reveals the inebriated Timothy comically floating on a number of bubbles, always caught by another when the one he is riding bursts. The composer team supports with a classic comic-drunken musical narrative. After Dumbo blows a massive bubble, we segue at 1:57 atop heraldic fanfare into “Did You See That?” as the bubble sub-divides into four horn playing animated elephant bubbles. At 2:09 we segue with a clash into “Pink Elephants On Parade”, an amazing score highlight where we bear witness to extraordinary fantasia! The confluence of animation and music is simply, extraordinary! We open with a parade sequence of pink elephants marching as a band propelled by marcia di fantasia replete with heraldic trumpets, gongs, bells and xylophone adornment. At 3:07 The Sportsmen join adding lyrics to the parade melody. At 4:06 we return to the orchestra propelling the march, which transforms into a flute led danza esotica, now imbued with ethnic auras of the Middle East as we see pink elephants transformed into camels, cobras and belly dancers parading in front of the pyramids of Egypt. At 4:27 trumpeting fanfare precipitates a new transformation to a balletic dance sequence supported by a graceful valzer elegante, where the dancers switch from a floor, to a pool, an ice rink, and finally skiing down slope! At 5:11 we shift again, this time to an amazing Latin dance sequence. But we are not done yet! At 5:44 a frenetic accelerando propels us to a racing car scene, which crescendos to an explosion climax that dissipates the dream sequence.

“Up A Tree” reveals a great tree alight in a golden dawn sky. Wallace supports an idyllic musical narrative with bird song, flute pastorale and celeste adornment. At 0:21 surprise and shock enter when a crow wakes Timothy, who is sleeping atop dumbo high up on a tree branch. Comedic fright surges as the mouse runs to Dumbo’s forehead to wake him up. At 0:36 we segue into “The Fall” atop strings full of panic as Dumbo freaks out, the branch breaks, and they begin to fall, landing in a pond. At 0:46 a saxophone enhanced plodding cadence carries their departures as the crows mock them. At 1:04 we segue into “Timothy’s Theory” sustained by the plodding saxophone pizzicato strings motif as Timothy tries to figure out how they ended up high in a tree. When the crows suggest that maybe they flew, Timothy has an epiphany empowered by strings energico surging on a crescendo of delight, which support his deduction that they flew because Dumbo’s ears served as wings! “When I See An Elephant Fly” opens with dialogue by the flock of crows mocking Timothy’s ridiculous assertion that an elephant can fly. Music for the song enters at 0:10, which is sung by Cliff Edwards & The Hall Johnson Choir. The crows are voiced using ‘black speak’ and seen dancing on the screen. This cultural sensibility is carried into the song, which emotes with a bit of little soul and a little bit of a spiritual vibe.

“You Oughta Be Ashamed” offers one of the score’s most evocative moments. Timothy admonishes the crows for making fun of a poor orphaned elephant who misses his mother. The Wallace supports with a very moving eloquent exposition of sympathy and sentimentality by strings tenero, which brings tears of regret to some of the crows. “The Flight Test” reveals the crows giving Timothy a ‘Magic Feather’, that will allow Dumbo to fly. He gives Dumbo the feather and exhorts him to fly. He begins flapping his enormous ears and to the amazement of all, takes off into the air. A playful piccolo and sinusoidal violin figures join for the launch sequence. Trilling woodwinds support the launch joined at 0:22 by trombones bravura and vibrant strings as we see Dumbo soaring amidst the flock of crows. We conclude at 0:36 with “When I See An Elephant Fly” with Cliff Edwards & The Hall Johnson Choir twice reprising the last stanza of the song. Timothy then exhorts Dumbo to return to the circus much to the delight of the crows.

“Save My Child” reveals the great circus tent once again standing supported by circus fanfare. At 0:14 an accelerando launches the burning building act where we again see Dumbo trapped on a top story balcony in a clown costume, while a clown imitates his frantic mother below crying “Save my child!” The music from the film scene “Clown Act reprises the amazingly funny musical narrative of slapstick silliness as we again see a fire truck arrive, manned by clowns who engage in stunt after stunt of buffoonery, with the requisite musical highlights. At 0:56 we segue into “The Threshold Of Success” atop a snare drum roll as Dumbo prepares for his epic flight. Dumbo dives off with a trumpet “Da! Da! (Not on the album) but loses the magic feather on the fall. The mouse exhorts him to fly as he does not need the feather. At the last second before crashing Dumbo extends his ears and we flow into “Dumbo’s Triumph” atop swirling cyclic violins as Dumbo soars inside the tent. Celebratory horns declare his triumph, ushering in a paean of joy as Timothy and Dumbo revel in the moment. At 0:59 we segue into “Making History” atop drums energico and celebratory trumpets as we see a montage of newspaper headlines announcing Dumbo’s historic achievement, with Timothy sharing in the reward as his manager. At 1:21 we segue into “Finale” where we see Mrs. Jumbo on a private train heading to Hollywood, as she waves to Dumbo flying above with the crows. We close supported by a final mixed choral reprise of the song “When I See An Elephant Fly”, which ends the tale happily as Dumbo flies into his mother’s welcoming arms.

I would like to than Randy Thornton and Walt Disney Records for restoring the Academy Award winning score “Dumbo”. The technical team balanced, equalized and de-noised the original sources to achieve a very good quality monaural sound. Oliver Wallace composed the score and I believe succeeded in creating music that was ideal for a child’s tale; whimsical, folksy, fun, sentimental, and ultimately, joyous. Notable is how seamlessly the musical narrative of score and songs flows during the film. The songs were masterfully conceived and, in each scene, elevated the film’s storytelling, especially the scenes with Timothy and Dumbo who managed to steal our hearts. The “Pink Elephants On Parade” scene offered a masterpiece cue, an extraordinary fantasia, which many regard as perhaps the greatest confluence of music and animation in cinematic history. Folks, this score has everything you desire for a child’s animated tale and am thankful to the production team for the commercial release of this timeless and iconic masterpiece. I consider it one of the finest animated child tale scores of the Golden Age, and perhaps the best in Wallace’s canon. I highly recommend you purchase this wonderful album as an essential score for your collection.

Buy the Dumbo soundtrack from the Movie Music UK Store

Track Listing:

  • Main Title (1:46)
  • Look Out for Mister Stork (written by Frank Churchill and Ned Washington, performed by The Sportsmen) (2:17)
  • Loading The Train/Casey Junior/Stork On A Cloud/Straight From Heaven/Mother And Baby/Arrival At Night (4:58)
  • Song Of The Roustabouts (written by Frank Churchill and Ned Washington, performed by The King’s Men) (2:39)
  • Circus Parade (1:28)
  • Bath Time/Hide and Seek (1:33)
  • Ain’t That the Funniest Thing/Berserk/Dumbo Shunned/A Mouse!/Dumbo and Timothy/Dumbo the Great (3:23)
  • The Pyramid of Pachyderms (2:00)
  • No Longer An Elephant/Dumbo’s Sadness/A Visit In The Night/Baby Mine (written by Frank Churchill and Ned Washington, performed by Betty Noyes) (3:35)
  • Clown Song (written by Oliver Wallace and Arthur Quenzer, performed by Billy Bletcher, Eddie Holden, and Billy Sheets) (1:00)
  • Hiccups/Firewater/Bubbles/Did You See That?/Pink Elephants on Parade (written by Oliver Wallace and Ned Washington, performed by The Sportsmen) (6:08)
  • Up A Tree/The Fall/Timothy’s Theory (1:32)
  • When I See An Elephant Fly (written by Oliver Wallace and Ned Washington, performed by Cliff Edwards & The Hall Johnson Choir) (1:48)
  • You Oughta Be Ashamed (1:11)
  • The Flight Test/When I See An Elephant Fly (Reprise) (0:56)
  • Save My Child/The Threshold of Success (1:03)
  • Dumbo’s Triumph/Making History/Finale (When I See An Elephant Fly) (2:16)
  • Spread Your Wings (Demo Recording) (written by Frank Churchill and Ned Washington) (2:17)

Running Time: 40 minutes 47 seconds

Walt Disney Records 0946-3-51039-2-2 (1941/2006)

Music composed by Oliver Wallace and Frank Churchill. Conducted by Oliver Wallace. Orchestrations by Edward Plumb, Joseph Dubin, Paul J. Smith and Charles Wolcott. Score produced by Oliver Wallace, Ken Darby, Leigh Harline, Larry Morey and Carl Stalling. Album produced by Randy Thornton.

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