Here’s a special animator breakdown from Disney’s Make Mine Music for the winter season.
In 1936, Russian composer Sergei Prokofiev (1891-1953) wrote and produced Peter and the Wolf, a symphonic fairy tale for children first performed in the Large Hall of the Moscow Conservatory. While a narrator told its story, the orchestra uses different instruments to play a “theme” representative of each character: a string quartet for young Peter, a flute for a songbird, an oboe for a duck, the cat accompanied by a clarinet; a bassoon for Peter’s grandfather, and a woodwind and trumpet theme for the hunters, with their firearms set to timpani and bass drums.
In February 1938, during a concert tour in the United States, Prokofiev met several producers in Hollywood, including Walt Disney. Disney, studio composer Leigh Harline, and Prokofiev’s lawyer Randolph Polk watched Prokofiev play through a piano score of “Peter and the Wolf” at the Hyperion studio, with the notion of producing a future adaptation of the story. Meanwhile, Prokofiev proceeded with his U.S. concert tour of “Peter,” which made its American debut in Boston a month later.
Fantasia, Walt’s most ambitious (and expensive) project to date, premiered in November 1940 and was released in Los Angeles in January 1941. The feature did not perform well at the box office, but Disney planned to make new versions of Fantasia annually, removing some segments for new additions as early as April-May 1940. Disney envisioned “Peter and the Wolf” as one of the replacements. After Walt signed a contract with Prokofiev in February 1941, Leopold Stokowski recorded its musical score on Disney soundstages. Frank Tashlin, then a storyman at Disney, developed an early version of “Peter and the Wolf” with Sam Cobean, notable for his later gag cartoon work in The New Yorker. Tashlin and Cobean produced Leica reels for “Peter”—film strips of story sketches—synchronized to Serge Koussevitzky’s 1939 phonograph recording for Victor.
Martin Provensen, an artist in Joe Grant’s model department, also developed a storyboard for Peter and the Wolf. In an interview with JB Kaufman, Provensen recalled: “I did it all in pastel on black paper. It had a very Russian feel to it. And Disney liked it, but then the final version was pure Disney… I wanted it to look like an icon, a Russian icon, which would have been beautiful, but at that time, the studio wasn’t interested.” After Fantasia’s box-office disappointment, Disney’s studio struggled economically and shelved “Peter” altogether in May. (Despite this decision, in April 1942, as the studio focused on wartime projects, Variety and The Film Daily reported a second Fantasia in progress with “Peter and the Wolf” and “Claire de Lune” — the latter excised from its original — intended as segments.)
By 1944, Walt reflected on Fantasia, intending to produce features not of full-length stories but a compilation of shorts strung together by a loose theme—generally known to fans as “package features.” The May 31, 1944 issue of Variety announced the insertion of “Peter and the Wolf” in Disney’s latest project, then under its working title Swing Street (its namesake guided by an affiliation with famous bandleader/clarinetist Benny Goodman.) Dick Huemer and Eric Gurney reworked Disney’s version of “Peter and the Wolf”; then, in July 1944, Homer Brightman was brought in to furnish the story with new gag material.
In July 1945, Disney’s forthcoming package feature was now entitled Make Mine Music. It boasted such talents as Benny Goodman, Nelson Eddy, Dinah Shore, The Andrews Sisters, and Jerry Colonna for its animated segments—a mixture of classical and popular music. The final animation of “Peter and the Wolf” was approved, and scene assignments were cataloged in a final production draft in October 1945. Make Mine Music premiered on April 20, 1946, in New York City but was not widely released until August 15, possibly due to wartime shortages of Technicolor film stock.
Disney released “Peter and the Wolf” as a standalone short on September 14, 1955, crediting director Gerry Geronimi, Dick Huemer, and Eric Gurney for its story adaptation (without mention of Brightman’s involvement), layout men Charles Phillipi and Hugh Hennessy, background artist Claude Coats, animators Eric Larson, Ward Kimball, Ollie Johnston, and John Lounsbery, effects animator George Rowley, and Ed Plumb’s musical score. (While credited in Make Mine Music, animators Judge Whitaker and Don Patterson’s names didn’t appear in the 1955 reissue.)
Sterling Holloway, a regular in Walt’s repertoire of character actors, narrated Peter and the Wolf. A few years after the release of Make Mine Music, Holloway recounted Peter in an RCA Little Nipper Storybook Album, released in 1949. Holloway recorded a third version of Peter in 1958 for a Disneyland Records album that paired it with The Sorcerer’s Apprentice. In 1969, Holloway made a final rendition for a new stereo release as monophonic records became extinct.
Besides its theatrical reissue, Disney featured the segment in “The Fourth Anniversary Show” in his Disneyland television series, which aired on ABC on September 11th, 1957. In this sequence, Walt recounts Sergei Prokofiev’s visit to the Hyperion studio, and the viewer is transported back to 1938 when Prokofiev—portrayed by pianist Ingolf Dahl—played his piano score to “Peter and the Wolf” for Walt.
(click thumbnails below to enlarge)
Thanks to Michael Barrier, JB Kaufman, and Didier Ghez for the vital information shared on this post and Frank M. Young for peer-reviewing and copy-editing. The animator identifications originate from the final scene production draft above, courtesy of Mark Kausler.
DEVON BAXTER is a film restoration artist, video editor, and animation researcher/writer currently residing in Pennsylvania. He also hosts a 
I’m curious about your statement that Leopold Stokowski recorded “Peter and the Wolf” on the Disney soundstages in 1941. Stokowski did record “Peter” for Columbia in July of that year with his All-American Youth Orchestra and narrator Basil Rathbone, but that’s not the version heard on the soundtrack of “Make Mine Music” (Stokowski’s tempi in the Columbia recording are uniformly faster). If Stokowski really did record “Peter” at Disney in 1941, that recording must not have been the one ultimately used in the film, because if it had been, the maestro would have insisted on his name appearing in the movie’s credits and publicity.
The American premiere of “Peter and the Wolf” took place in Boston at the behest of Serge Koussevitzky, conductor of the Boston Symphony Orchestra and, not coincidentally, owner of the company that published Prokofiev’s music. Koussevitzky did not conduct the premiere — Prokofiev himself did — but his 1939 recording, cited above, was the first ever made of the piece.
I know that Sterling Holloway says that Peter is represented by “the string quartet”, but in fact Peter’s theme is played by the orchestra’s entire string section, not just its four principal players.
Ingolf Dahl, who played Prokofiev on the “Disneyland” program, also stood in for Schroeder in “A Boy Named Charlie Brown”, performing the slow movement of Beethoven’s Pathétique Sonata.
I did not that about Ingolf Dahl. That’s an interesting animation connection.
I watched this multiple times in elementary school music class and it has been a favorite ever since! The animation on the wolf is especially fantastic!
I had Disney’s Peter & the Wolf record as a kid and played it so many times I knew every note by heart. I was captivated by Sterling Holloway’s sing songy narration and all that classical music.
Don’t remember ever seeing the actual cartoon though.
I used to watch this as a baby recorded on a VHS. Even now The Cat’s Thene is one of my favorite pieces of music.
lll
Sterling Halloway as the Narrator was a mistake.
He should have done the introduction, then bowed out. This isn’t a record. Animation is a visual medium, and Halloway just becomes obnoxious as he talks over the music, describes things we can already see happening, and is painfully unfunny. I realize none of this was his fault (blame it on whoever made the decision to have a narrator), but someone needs to make a dub with just the music.