Walt Disney Down South

Walt Disney had a problem. Technically, he had several problems, but they were all knotted up with each other like a set of headphones that had been left too long in someone’s pocket (great metaphor, huh? That’s why they pay me the big bucks).

And his response to this problem was in many ways mean-spirited and venal, cheap and short-sighted. But listen, Walt Disney is one of my heroes. He didn’t have the luxury of seeing the future, of knowing how his decisions would pan out. He did what he could to keep his studio alive, and while I might wish he had made some different choices, I also get why he did what he did.

And thanks to his choices—good, bad, or indifferent they may have been—he seeded to the world a deliriously weird film called The Three Caballeros. This oddity will be on later this week. You have to rearrange your schedules to see it. Cancel your plans, turn your phones off.


Because this will be your chance to watch Donald Duck lusting after live human women. The idea that a two-dimensional drawing of a cartoon animal could be given enough life by the artists and integrated so thoroughly into the same frame as Brazilian signer Carmen Miranda that his interest in her feels real enough to be kind of icky is itself a testament that the Disney team were genuinely doing something new. The sequence in which Miranda kisses Donald, triggering orgasmic explosions of color and spiraling phallic shapes as her dancers transform into fighting roosters (insert your own synonym for “rooster” here as needed) can be called many things—risque, bizarre, colorful, gonzo, tasteless—but certainly not routine.


To tell the story of how this bizarre sight came to be, we start in the year was 1941, as World War II continued to rage. The man responsible for some of the most beautiful, popular, and groundbreaking animated films was facing money troubles. The war had cut off 40% of Disney’s overseas markets. His last two features, Pinnochio and Fantasia, had been box office disappointments (largely thanks to the loss of the European markets). He had other films in development, but Dumbo wouldn’t be ready for close to another year, and Bambi not until the year after that. His short cartoons continued to be among the most popular in Hollywood history, but even the most popular short subject’s revenues were trivial rounding errors compared to the money a feature could generate.

When other movie studios faced similar challenges like, they could churn out quickie, low-budget features for fast cash. Take some standing sets, throw some B-list actors into them and get a journeyman director to gin up something generic and familiar—it wasn’t rocket science. But this was essentially outside Disney’s reach. The only live action footage his studio had ever shot was the orchestra in Fantasia. He had no standing sets, and no movie stars B-list or otherwise.

Except… wait a minute.

Disney had just invested in a massive upgrade to his production facilities and opened a brand new studio in Burbank. That could be used as a set, for a behind-the-scenes tour of how Disney cartoons are made.


And thus was born The Reluctant Dragon—an experimental film that collated together a handful of otherwise standalone short subjects into an omnibus film, rather than trying to make a single narrative film from scratch.

As an exercise in penny-pinching, The Reluctant Dragon was a masterstroke: a 72-minute advertisement for the Disney Studio as a whole, advance publicity for Dumbo and Bambi, a way to sell a Goofy short as a feature film, and an experiment in making animation on the cheap.

Or, put less charitably, a feature-length promotional reel that tried to make audiences pay full price to see the short subjects that were usually tossed in for free. And when audiences rejected the thing as a cheat, it was here that Disney’s penny-pinching backfired.

Disney Strike, c1941 (photo: Kosti Ruohomaa)

At the premiere of The Reluctant Dragon, picketers marched with extraordinarily well-drawn caricatures of Walt Disney as a fire-breathing dragon, above the slogan “The Reluctant Disney.” The placards were well-drawn, you see, because they were drawn by the very artists who’d made the movie, now on strike against Uncle Walt.

There are many different ways of telling the story of Disney’s labor strike, but it is not unfair to say that the artists who worked at Disney felt underpaid and unappreciated. Ever since the grueling slog of making Snow White and the Seven Dwarves, they had been working unpaid overtime to help secure popularity, profits, and awards for their boss.

Although The Reluctant Dragon depicted the new Burbank Studio as a bright, whimsical campus full of shiny, happy artists, many of the actual staff thought of it as a grim sweatshop.


The new facility segregated the working units and hired supervisors to prevent the artists from mingling across departments. There was talk of installing time clocks, as if they were factory workers instead of artists. Few workers had any direct contact with Walt, and no special feeling for him personally. For years they had been giving him their weekends and nights to create his masterpieces, and now instead of the promised bonus checks they were facing waves of layoffs.

For his part, Walt felt the labor unrest was nothing short of disloyalty. He already paid better wages than most other animation outfits, and times were tough. Keeping the lights on was an increasing challenge, and the union organizers were known troublemakers who were being encouraged by some of his rivals.

On May 28, 1941, some 500 Disney staffers walked out to picket outside the studio. The strike went on for five weeks, and was only resolved in the end by federal mediators (who backed the union against Disney on every issue).


When all was said and done, the Disney staff was cleaved almost in half. The artists he lost in the dispute were among his best and brightest. Some landed at MGM, others at Leon Schlesinger’s shop (where they gave birth to Looney Tunes), and a few founded a new animation studio called UPA. In other words, Disney had caused his most talented people to become his competitors. The staff that stayed was no longer a family, but a workforce he treated warily.

Something ineffable had been destroyed.


And then came the Feds, from the office of Mr. Nelson Rockefeller, Coordinator of InterAmerican Affairs (CIAA) for the U.S. State Department, with one of the strangest requests an official government body has ever made.

Rockefeller’s mission was to open up new economic opportunities in Latin America to replace the lost ones in Europe. (And there was the little matter of all those German and Italian immigrants in Latin America, whose ethnic allegiances threatened to create Axis sympathies right at America’ s doorstep). In other words, there was a two-pronged mission: encourage Latin American to open up markets to the U.S., and encourage them to think of their bonds with the neighbor to the north before thinking of any bonds to the fascist monsters to the east.

How best to achieve these lofty goals, you ask? Well, Donald freaking Duck, of course.


John Hay Whitney, Rockefeller’s representative on behalf of the Motion Picture Division of the CIAA, urged Disney to take a goodwill tour of Mexico, Argentina, Peru, Chile, and Brazil.

Perhaps under different circumstances, Disney might have eagerly accepted the assignment. But in 1941, after all he’d just been through, Disney told the feds he simply could not afford to go gallivanting around Central and Southern America on a lark.

So Whitney made an offer Disney couldn’t refuse: he agreed to put up $70,000 towards Disney’s travel expenses. On top of that, he said that if Disney made some short films during or inspired by the tour, aimed at Latin American audiences, he would promise advance payments of $50,000 per short for up to five shorts. You’re too cash strapped to help your county, Mr. Disney? Then here’s fistful of cash!

Four months before the attack on Pearl Harbor would bring the U.S. formally into the war, Disney set off to Rio de Janeiro with his wife and a team of crack artists and story developers (out of those still working for him, that is).


He had visions of making as many as twelve Latin-themed shorts, and was planning to combine them into package films a la The Reluctant Dragon. Sure, audiences objected to that film—but it had such bad publicity thanks to the strike, that wasn’t a fair outing for the idea. Omnibus films would keep the lights on for the next several years, until things started to stabilize for the studio again (see Melody Time, Make Mine Music, and Fun & Fancy Free).

The first Latin package film, Saludos Amigos, came out in 1943, followed by The Three Caballeros in 1944. Other films were planned, but never finished—some sequences were finished and used elsewhere in other non-Latin omnibus films, some were abandoned in pre-production.


Disney had fulfilled his obligation to the State Department and was free to return to developing the fairy tales that were closest to his heart. With Germany’s surrender a few months after Three Cabelleros opened, and the end of the war worldwide by year’s end, the markets available for Disney to reach were looking more expansive, and hungry, than ever before.


But if you ignore the critics (most of whom groused about these apparent “cheaters”) and asked Disney’s artistic staff (like Frank Thomas, Ollie Johnston, or Mary Blair) what they thought of things like The Three Caballeros, you’d find that they considered it one of the most daring and experimental of their films—on purely technical terms.

The Three Caballeros indulged in surreal and psychedelic imagery, three-dimensional animation, limited animation, and the most extensive and technically challenging mixing of live action with animation the studio had ever attempted.


Previous things like The Reluctant Dragon and Saludos Amigos simply alternated between live-action sequences and cartoon segments, but Three Caballeros put both on screen at once in the same frame with a layering of elements that was unprecedented in scope.

Having explored these techniques in the low-stakes environment of Three Caballeros, the Disney team was in a position to use them with greater mastery in subsequent pictures like Song of the South and Mary Poppins.


7 Responses Walt Disney Down South
Posted By Tom S : March 14, 2015 8:10 pm

Disney went on to give voluntary testimony to the HUAC committee that was, from what I can see, about 90% whining about how this strike was due to and reported by Communists who were smearing him in every possible way. He, uh, pretty obviously never let the thing go.

Posted By JLewis : March 16, 2015 12:47 pm

This has ranked among my all-time favorite Disney features, largely because it is among the least “Disneyesque” of the bunch, Donald Duck aside. In the thirties, the animation industry followed Disney. Even the Fleischers switched from Betty Boop to GULLIVER’S TRAVELS. Yet in the forties, Disney was forced to follow everybody else. There is plenty of the Tex Avery touch here (think RED HOT RIDING HOOD). Also the Warner house style here (namely, Robert Clampett’s surreal experiments like TIN PAN ALLEY CATS and RUSSIAN RHAPSODY, although these were released late in the Disney film’s production). The wartime instructional films made by everybody (including Disney) were very proto-UPA with an emphasis on graphs and simple-drawn characters explaining airplane maneuvers and military camouflage. (Not surprisingly, the earliest UPA cartoons were made for the military and what set the product of these mostly ex-Disney artists apart from the others was that they stuck to this experimental style after the war… when others reverted to their trademark “house styles” post-war.) The war years really were an “anything goes” period.

Posted By Lori K. : March 16, 2015 9:13 pm

Quick correction, Carmen Miranda wasn’t in this, her sister Aurora was in the Bahia sequence. The one singing “You Belong to My Heart” was Dora Luz.

Posted By Tom S : March 16, 2015 9:35 pm

If you ever pick up the Disney Treasures wartime set, it includes some of the fully dry instructional cartoons- I managed to sit through one about the differences between various kinds of flush riveting which uh, let’s just say that ‘riveting’ is not the first word that comes to mind. It’s still interesting how comparable it is in style to say, some of the Goofy sports shorts.

Posted By Christine : March 16, 2015 11:45 pm

I watched Disney down south very late last night or I should say early this morning. I was unable to finish watching it because I fell asleep.
This was a fascinating documentary. I enjoyed it very much.this is worth repeating earlier in the day or early evening,
Thank you TCM for this wonderful piece of film history.
Christine Kattar

Posted By Cool Bev : March 17, 2015 5:41 am

This South American film boondoggle sounds like the same program that resulted in Orson Wells going to Brazil to make It’s All True.

Posted By Mike D : March 19, 2015 9:20 pm

Donald is still chasing human women daily at the Mexico pavilion in Epcot.

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