Welcome To AlbumLinerNotes.com
"The #1 Archive of Liner Notes in the World"

Your Subtitle text

This recording is unavailable via iTunes.
To buy this CD from Amazon.com, click here:
Walt Disney's Fantasia: Remastered Original Soundtrack Edition _________________________________________________


Original 1957 triple album liner notes

The recording of “FANTASIA” was a pioneering effort in multi-channel stereophonic recording.  Compared with today’s modern equipment and techniques, our tools were crude and our theories unproved.  Photographic film, with its inherent high noise level and other limitations, was the only suitable recording medium.  In 1939, when the music for this motion picture was recorded, the results were considered sensational and seldom, if ever, has the marriage between picture and sound been so complete.

To those who thrilled to the motion picture “FANTASIA,” this album will recall many thrilling and delightful moments.  We recommend that the volume control on your phonograph be kept at a moderate room level for the fullest enjoyment.  The quality and dynamic range of the original recording has been preserved as carefully as possible so that the thunderous vigor of “Bald Mountain” and the delicate beauty of the “Nutcracker Suite” will be heard in their proper perspective.  It will be immediately apparent to critical stereophonic enthusiasts that this by no means represents modern stereophonic recording, and no such claim is made.  Nevertheless, we feel that this album will provide rich musical enjoyment to countless listeners who have encouraged us to make it available.

Our motion picture FANTASIA was a voyage of discovery in the realms of color, sound and motion.  With Fantasia, we found a way to use, in our animation medium, the great music of all times and the flood of new ideas which it inspires.  In this record album, we present the music used in Fantasia, as recorded for the sound track of the film by Leopold Stokowski, and the Philadelphia Orchestra, together with representative artwork from each of the selections in the film.

– Walt Disney

“Fantasia” has presented music of Masters, such as Bach, Beethoven, Stravinsky, to millions of persons all over the world who otherwise might not have opportunity or inclination to listen to it and enjoy it.  Still more, the music is paralleled by the highly colorful and imaginative genius of Disney and his associated artists.  This music was recorded by technical methods which are still in the front rank of recording techniques so that in every way “Fantasia” is unique.

– Leopold Stokowski


Johann Sebastian Bach

The Toccata and Fugue in D Minor by Johann Sebastian Bach (1685–1750) was composed at Arnstadt, Germany, sometime between 1703 and 1717.  Of all the numbers in Fantasia, the Toccata and Fugue presented the greatest problem to the Disney artists.  For here was music that bore no title, beyond a descriptive one, music that evoked no definite pictures, suggested no definite action, told no story.  The artist’s solution of the problem was simple.  This being abstract music, let it be projected on the screen in abstract images.

Imagine that you’re sitting in a concert hall listening to Bach’s magnificent music with your eyes closed.  What images does your mind conjure up?  At first, presumably, you will be more or less conscious of the orchestra.  And so, as the toccata begins, the images on the screen are impressions of the orchestra itself, fantastic ranks of violins, cellos, and basses, flashing before your eyes as they take on the burden of the theme; shadows of the players in superimposed ranks, green, blue, red, purple shadows.

The fugue begins, and the images become less and less concrete.  Are those violin bows flitting like swallows across the screen?  They move in circles, then divide and cross as the voices of the orchestra cross in unison with them.  Now heavy cloud forms drift across the screen, and strange, vaporous shapes that wind and undulate like sky-writing.  Then, a curious, rippling mass that might be a brook, or a sand dune in motion.  The theme is announced.  Something like a comet flashes across the ripples.  The answer.  Another comet streaks past, in the opposite direction.  Slowly the cloud masses gather into what might be a huge set of organ pipes.  The fugue reaches its peroration.  With the last gigantic organ-like chords, the clouds dissolve into a blaze of light, against which stands the tense, vibrant silhouette of the conductor.

Piotr Ilich Tchaikovsky

The full length ballet “The Nutcracker” by Piotr Ilich Tchaikovsky (1840–1893) was composed for the St. Petersburg Opera House, where it was first performed in December 1892.  In the Fantasia version, you will find no nutcracker, the first two movements have been omitted and the original order of the movements has been altered.  In devising the animated screen pictures to go with this music, Walt Disney and his staff envisioned the Suite as a ballet of nature, in six scenes, danced by plants and flowers.


It is morning and the fairies, tiny, perfect creatures with gauzy wings, carrying wands and glowing like fireflies, flit over the flowers, touching them with their wands.  As they do so, the petals suddenly sparkle with dew.

A group of mushrooms shake vigorously, throwing off the dew.  As they do so, they become little mandarins, dressed in long robes and wearing coolie hats.  The smallest of the lot has a defective ear for music, for try as he will, he has little or no success in keeping step.

Blossoms drift down upon the surface of the brook.  As they touch the water, their petals flatten and slowly curve backward until completely inverted, they are revealed as a troupe of tiny ballerinas with long trailing skirts.

We are in the depths of the stream now in a forest of water plants, gracefully undulating in the current.  As the scene grows lighter, we see some beautiful goldfish in a graceful languid dance.

We see a thistle, or is it a Cossack?  Belted blouse, tall hat, boots and all.  His companions leap to join him.  A group of lovely peasant girls enter in quaint headdresses and bulging skirts – or are they orchids?


The autumn fairies are flitting among the trees.  Whenever one of them touches a leaf, it changes color.  The fairies fly down among the milkweed pods and as they touch them, out float the silky milkweed seeds, each one a small ballerina in a bouffant skirt, her black hair smooth and sleek.  Now the frost fairies appear; then the snow begins to fall – the flakes grow larger and larger until we see the incredible jewel pattern of the crystals.


Paul Dukas

The Sorcerer’s Apprentice is a scherzo for orchestra by Paul Dukas (1865–1935) based on Goethe’s ballad “The Apprentice Magician.”  It was first performed in Paris in 1897 at a concert of the Societé Nationale de Musique, with the composer conducting.

Fantasia really began as a search for a starring vehicle for Mickey Mouse.  The Paul Dukas composition offered itself as the ideal medium.  It was enchanting music, written around a story that provided comedy and thrills alike.  Only one doubt remained.  The Dukas work was the most ambitious piece of music that Disney had ever undertaken to use in this shorts.  It would have to be superlatively conducted, played, and recorded.  Who could do it?

At that moment – this was in the Spring of 1938 – Fate, in the person of Leopold Stokowski, walked into the Disney studios.  He had long been saying that one of the things he desired to do above all others was to work with Walt Disney.  When the Mickey Mouse-Paul Dukas project was explained to him, he eagerly agreed to take charge of the musical end of the production.

The first work done proved so exciting to artist and musician, alike, that the idea began to grow.  Why be content with a short subject . . . why not a concert feature?  Such was the genesis of Fantasia.

Most critics agree that as an actor, Mickey Mouse has never surpassed his superlative performance as the apprentice in the Dukas classic.  His offhand power as he directs the stars in the firmament, his dashing change of pace as he attempts to destroy the renegade broom, his frantic underwater search for the sorcerer’s magical antidote to thousands of brooms and buckets of water, and his final cheerful acceptance of the sorcerer’s punishment, the broom-whack that made him, for a moment, fly; all stand as stellar examples of the ancient dramatic art.

Igor Stravinsky

“Sacre du Printemps,” “The Rite of Spring,” is a choreographic tableau by Igor Stravinsky (1882–  ) which was composed in 1912.  Its first performance was by Sergei Diaghileff’s Russian ballet at the Theatre des Champs Elysees, in Paris, 1913.  The stage action presented scenes from life in prehistoric Russia.  But the composer, himself, has never considered this to be the only possible interpretation of the work.  “The pretext of the prehistoric birth of spring,” he has written, “suggested to me the construction of the work… The pretext I chose is only a pretext, like the painter’s pretext for painting… The ‘Rite’ exists as a piece of music first and last.”

Walt Disney and his co-workers considered that Stravinsky’s savage elemental and brutally magnificent music seemed to suggest a struggle far too gigantic to be expressed in merely human terms; rather it was more the drama of the earth itself.

This is a drama that begins in an era inconceivably remote from our times, when some awful explosion on the surface of the sun flung out into space a mass of whirling white-hot gases.  As the eons went by, the mass began to condense to form a more or less solid ball, then its surface became a hell of boiling seas, scalding fogs, smoking mud flats, and blasting volcanoes.  Then, somehow, mysteriously, life began, probably beneath the sea; first one-celled creatures, then hydras, annelid worms, jellyfish, trilobites, and, finally, fish like we know today.  Then lungfish developed, capable of remaining alive with their heads out of water.  Then true amphibians.

Then began a period when our world was inhabited by a multitude of living nightmares – the dinosaurs.  These tremendous creatures ruled the world for ages.  And then something happened; perhaps a terrific heat wave.  The heat above was matched by the heat below.  Earthquakes opened huge crevices; subterranean volcanoes burst to the surface of the oceans, creating gigantic tidal waves that engulfed the few survivors.  It was as though Nature had resolved to destroy all that she had created and to make a fresh start.  Once again, as in the beginning, the sea became the custodian of life on earth.

Ludwig von Beethoven

The sixth symphony (in five movements) of Ludwig von Beethoven (1770–1827) was composed during the period from 1806 to 1808 and was first performed in Vienna in the latter year.

The Disney artists selected a truly classic setting for Beethoven’s music, the beautiful slopes of Mount Olympus, traditional abode of the Grecian gods.  There, before our very eyes, we see the creatures of mythology, mischievous fauns, baby unicorns, winged horses; the magnificent black Pegasus, his snow white mate, and a tiny black colt.  The little black colt gallops bravely enough, but keeps forgetting to use his wings, and finally falls headlong into a bed of flowers.  Soon we see Cupid, attended by a crowd of his fellows.  Instantly the small gods of love set to work, adorning some lovely centaurettes with garlands, and just in time, for they are soon joined by a group of magnificent centaurs.

Then, to a fresh outburst of music, a gay procession enters the glade.  It is Bacchus, the god of wine himself…a fat and merry fellow astride a mulicorn, Jacchus by name.  Centaurs, centaurettes, fauns and cupids all dance and sing while Bacchus continuously refreshes himself, with new wine from the press.  The revels are interrupted, as the sky darkens and rain begins to fall.  High above, reclining on a cloud, is Zeus himself.  He takes careful aim and tosses lightning bolts downwards.  One after another, they fall just behind Bacchus.  But Zeus soon tires the sport and lies down in the cloud, folding it around him like a blanket.

The rain ceases, the wind dies down, and Iris floats across the sky, weaving her rainbow behind her.  Then high overhead, dazzling in the sky, comes Apollo, riding his golden chariot and driving his three great horses.  As the sun disappears, the air grows cooler and the shadows of Morpheus, the god of sleep, falls upon us, turning the twilight into darkness.  Pale in the blue sky shines the slender sickle of the new moon.  Diana grasps the young moon as if it were a bow and launches an arrow of fire, which bursts into a glittering cloud of stars.  Night has fallen on Mount Olympus.

Amilcare Ponchielli

Dance of the Hours is a ballet from the opera “La Gioconda” (The Smiling One), by Amilcare Ponchielli (1834–1886), which was first performed at La Scala Opera House in Milan, in April, 1876.

In Fantasia, this familiar music becomes a ballet like none other ever seen before or since.  This music expresses a pageant of the hours of the day, and thus, as the curtain opens, we see it is early morning in the formal garden of the palace of the Duke of Alvise.  Something fluffy and pink is lying at the top of the marble steps.  It moves.  It unfolds, and we see it is an ostrich.  She rises, and with excruciating grace pirouettes over to other ostriches which are lying around, and awakens them.  The ensemble dances over to a pool, consuming breakfast on the way (bananas and pineapples, whole).

From the pool, as Venus from the sea, comes the premiere danseuse, a hippopotamus.  Her ladies in waiting, other hippos, tiptoe up to her and assist in her morning toilette with perfume and powder.  After adjusting her ballet skirt of sheerest silk, she dances an intricate routine with her ladies, and finally, exhausted, sinks into slumber on a couch.

Elephants then appear, attired in the delicate tones of evening.  They go to the pool and blow bubbles, and gaily, even giddily, dance, until suddenly dark shadows fall, the wind rises, and they flee in disorder.

In black capes lined with red, and black leotards, the alligators appear.  It is night.  The lead ‘gator makes a late entrance, but quickly recovers, awakens the hippo ballerina, and they dance an adagio with a big finale and a smash finish.

Modeste Moussorgsky

This tone poem by Modeste Moussorgsky (1839–1881) was first sketched in 1860 for solo piano with orchestra, then rewritten in 1868, in 1871, and 1875.  It was never performed during the composer’s lifetime.  However, in 1882, Moussorgsky’s friend, Rimsky-Korsakoff revised and orchestrated “Night on Bald Mountain,” and it was finally and successfully performed in St. Petersburg in 1886 with Rimsky-Korsakoff conducting.

The conception of a world plagued by a host of demons, witches, and other evil spirits, against whom mankind must struggle constantly, and who must be placated at every opportunity, is older than history itself.  In more recent times, the belief prevailed that on one night of the year, all spirits, good and bad, were free to roam the earth unmolested.  Even today, there are remnants of these medieval superstitions in our Halloween parties.

Walpurgis Night, the Witches’ Sabbath, the Black Mass, the Halloween revel have always intrigued composers of music, especially those with a flair for the theatre.  Perhaps the most effective of all such attempts to capture the gruesome excitement of such a scene is Moussorgsky’s Night on Bald Mountain.  (In Russia, Satan’s playground has been identified very definitely as Bald Mountain, or Mount Triglaf, an eminence near Kiev in Southern Russia.)

In this section of Fantasia, it may be that the Disney artists have come closer than in any other, to picturing just what was in the mind’s eye of the composer.  For the pattern of the Witches’ Sabbath is there; first the gathering of the evil spirits, the witches, demons, vampires, and the skeletons of those not buried in consecrated ground.  Then the appearance of Chernabog, a lord of evil and of death, out of the top of Bald Mountain, itself.  Finally the revels with their frenzied dances until the evil one, tiring of the sport, condemns the fiends, by giant handfuls, to the fiery pit.

Franz Schubert

The music of this famous song is by Franz Schubert (1797–1828).  The German text was translated from Sir Walter Scott’s “The Lady of the Lake.”  The English text was written especially for Fantasia by Rachel Field.  The song is not, as many assume, an orthodox Ave Maria, since it is a setting, not for the traditional Latin words, but instead of a poem that is secular, in form, if not in mood.

In Fantasia, Night on Bald Mountain blends without a pause into the Ave Maria, in a version of chorus and orchestra.  Incongruous as this may seem, since the basic moods of the two selections are so different, it nevertheless is astonishingly successful.  The bells heralding the morning, in Night on Bald Mountain, seem clearly to be the same as those calling the faithful to worship.

We see the Bald Mountain, now wrapped in drifting mist, through which we perceive dim and flickering lights.  It is a vast host of worshipers, each carrying a lighted taper.  Slowly the procession advances, across the meadows and over a bridge.  Finally we enter a vast forest, and the branches of its trees interlace in the likeness of gothic arches.  Soon we emerge into a blaze of morning light.  Once again, the powers of life and hope have triumphed over the hosts of death and despair.

Side 1



Side 2



Side 3


Side 4


Side 5


Side 6




Special art adapted from the film by Albert Dempster, Richard Kelsey, Arthur Riley

Re-recording for the album supervised by Robert O. Cook

Text adapted from the book Walt Disney’s Fantasia by Deems Taylor


Commentary by Deems Taylor

Production Supervision: Ben Sharpsteen

Story Direction: Joe Grant – Dick Huemer

Musical Direction: Edward H. Plumb

Musical Film Editor: Stephen Csillag

Recording: William E. Garity – C.O. Slyfield – J.N.A. Hawkins


Toccata & Fugue: Samuel Armstrong

The Nutcracker Suite: Samuel Armstrong

The Sorcerer’s Apprentice: James Algar

Rite of Spring: Bill Roberts – Paul Satterfield

The Pastoral Symphony: Hamilton Luske

Dance of the Hours: T. Hee – Norm Ferguson

Night on Bald Mountain: Wilfred Jackson

Ave Maria: Wilfred Jackson


© Copyright, 1957, Walt Disney Productions. All rights reserved throughout the world. Printed in U.S.A. by Western Printing and Lithographing Company.

STER 101
Website Builder