1.
Main Title (1:58)
Performed by the M-G-M Studio Orchestra and Chorus Composed and/or Arranged by Herbert Stothart Orchestrated by Murray Cutter Recorded 5/6/39 and 7/9/39 2.
Over The Rainbow (2:44)
Performed by Judy Garland Music by Harold Arlen Lyric by E.Y. “Yip” Harburg Arranged by Herbert Stothart Orchestrated by Murray Cutter Recorded 10/7/38 “Introduction To ‘The Rainbow’” Composed and Arranged by Herbert Stothart Orchestrated by Murray Cutter Recorded 4/13/39 3.
Cyclone (extended version) (2:17)
Performed by the M-G-M Studio Orchestra Composed, Arranged and/or Orchestrated by Herbert Stothart, George Bassman, and George Stoll Recorded 5/6/39
Munchkinland Musical Sequence:
Music by Harold Arlen Lyric by E.Y. “Yip” Harburg Arranged by Herbert Stothart Orchestrated by Leo Arnaud Recorded 12/14-16/38, 12/19/38, 12/22/38, and 4/13/39 4.
Come Out, Come Out... (:42)
Performed by Billie Burke and The Munchkins 5.
It Really Was No Miracle (:59)
Performed by Judy Garland, Billy Bletcher, and The Munchkins 6.
A
METRO-GOLDWYN-MAYER PICTURE from the famous story by L. FRANK BAUM
Performed by Joseph Koziel [?] and Frank Cucksey 7.
JUDY GARLAND as Dorothy FRANK MORGAN as The Wizard RAY BOLGER as The Scarecrow BERT LAHR as The Cowardly Lion JACK HALEY as The Tin Woodman BILLIE BURKE as Glinda MARGARET HAMILTON as The Wicked Witch CHARLEY GRAPEWIN as Uncle Henry CLARA BLANDICK as Aunt Em PAT WALSHE as Nikko and THE MUNCHKINS
10.
A VICTOR FLEMING PRODUCTION Screenplay by NOEL LANGLEY, FLORENCE RYERSON, and EDGAR ALLAN WOOLF Lyrics by E.Y. HARBURG Music by HAROLD ARLEN Musical Adaptation by HERBERT STOTHART Directed by VICTOR FLEMING Produced by MERVYN LeROY
12.
Arlen Lyrics by E.Y. Harburg Musical Adaptation by Herbert Stothart Published by EMI Feist Catalog Inc. (ASCAP)
Conducted by
Herbert Stothart Associate Conductor George Stoll
Ding-Dong! The Witch Is Dead (:47) Performed by The Munchkins
8.
Music by Harold
We Thank You Very Sweetly (:20)
As Mayor Of The Munchkin City (:32)
Performed by Billy Bletcher, Pinto Colveg, and J.D. Jewkes 9.
As Coroner, I Must Aver (:31) Performed by Harry Stanton
Ding-Dong! The Witch Is Dead reprise (:46) Performed by The Munchkins
11.
The Lullaby League (:23)
Performed by Lorraine Bridges, Betty Rome, and Carol Tevis
The Lollipop Guild (:24)
Performed by Billy Bletcher, Pinto Colveg, and Harry Stanton 13.
We Welcome You To Munchkinland (:39) Performed by The Munchkins
(Additional Munchkin vocals provided by Lois Clements, Zari Elmassian, Nick Angelo, Robert Bradford, Abe Dinovitch, Virgil Johansen,
Oz
provided the cornerstone of legend for a girl later unhesitatingly acclaimed as “the world’s greatest entertainer.”
14.
Follow The Yellow Brick Road/ Off To See The Wizard (:49)
The Wicked Witch an d Nikko in earl y Oz footage d irected by Richard Thorpe. When Thorpe was taken off the picture, Hamilton’s makeup and hair were restyled; this take was scr apped and late r res hot by Victor F leming.
17.
(extended version) (3:12) Performed by Jack Haley (Juliet’s voice: Adriana Caselotti) Music by Harold Arlen Lyric by E.Y. “Yip” Harburg Orchestrated by Murray Cutter Recorded 10/1/38 and 11/8/38 “Introduction (outtake) And Tag To ‘Tin Man’” Composed and/or Arranged by Herbert Stothart Orchestrated by Murray Cutter Recorded 5/8/39
Performed by Judy Garland and The Munchkins Violin solo by George Stoll Music by Harold Arlen Lyric by E.Y. “Yip” Harburg Orchestrated by Murray Cutter Recorded 12/22/38 and 4/13/39 15.
If I Only Had A Brain
(extended version) (3:44) Performed by Ray Bolger and Judy Garland Music by Harold Arlen Lyric by E.Y. “Yip” Harburg Orchestrated by Murray Cutter Recorded 2/28/39 and 4/11/39 16.
18.
19.
20.
If I Only Had The Nerve (:41)
Performed by Bert L ahr, Ray Bolger, Jack Haley, and Judy Garland Music by Harold Arlen Lyric by E.Y. “Yip” Harburg Orchestrated by Murray Cutter Recorded 9/30/38 (except for Haley)
We’re Off To See The Wizard
23.
Optimistic Voices (1:09)
24.
The Jitterbug (outtake) (3:23) Performed by Judy Garland, Ray Bolger, Jack Haley, Buddy Ebsen, and Bert Lahr Music by Harold Arlen Lyric by E.Y. “Yip” Harburg Orchestrated by Conrad Salinger Recorded 10/6/38 and 12/22/38
The Merry Old Land Of Oz (1:52)
25.
Ding-Dong! Emerald City
quartet (:26) Performed by Judy Garland, Ray Bolger, Buddy Ebsen, and Bert Lahr Music by Harold Arlen Lyric by E.Y. “Yip” Harburg Orchestrated by Murray Cutter Recorded 10/11/38 and 7/9/39 21.
22.
Performed by Frank Morgan, Judy Garland, Ray Bolger, Jack Haley, Bert L ahr, Tyler Brook, Ralph Sudam, Bobby Watson, Oliver Smith, Charles Irwin, Lois January, Elivda Rizzo, Lorraine Bridges, and The M-G-M Studio Chorus Music by Harold Arlen Lyric by E.Y. “Yip” Harburg Orchestrated by Murray Cutter Recorded 12/28/38, 12/30/38, 1/3/39, and 5/8/39
If I Were King Of The Forest (extended version) (4:16) Performed by Bert L ahr, Judy Garland, Ray Bolger, Jack Haley, and Buddy Ebsen Music by Harold Arlen Lyric by E.Y. “Yip” Harburg Orchestrated by Murray Cutter Recorded 10/11/38 and 5/8/39
Performed by the M-G-M Studio Orchestra, The Debutantes, and The Rhythmettes Music by Harold Arlen and Herbert Stothart Lyric by E.Y. “Yip” Harburg Orchestrated by Murray Cutter Recorded 5/6/39 and 7/9/39
We’re Off To See The Wizard trio (:25) Performed by Judy Garland, Ray Bolger, and Buddy Ebsen Music by Harold Arlen Lyric by E.Y. “Yip” Harburg Orchestrated by Murray Cutter Recorded 10/11/38 and 7/9/39
We’re Off To See The Wizard duo (:34) Performed by Judy Garland and Ray Bolger Music by Harold Arlen Lyric by E.Y. “Yip” Harburg Orchestrated by Murray Cutter Recorded 10/11/38 and 7/9/39 “Scarecrow To Visit Wizard” (Introduction) (outtake) Composed and/or Arranged by Herbert Stothart, George Bassman, and George Stoll Orchestrated by George Bassman Recorded 5/8/39
If I Only Had A Heart
“And this is my room, and you’re all here!” Dorothy’s recovery is celebrated by a gathering of (top) Professor Marvel, Uncle Henry, and Zeke; and (bottom) Hunk Andrews, Hickory Twicker, and Aunt Em.
(outtake) (1:14) Performed by Ken Darby and The M-G-M Studio Chorus Music by Harold Arlen Lyric by E.Y. “Yip” Harburg Orchestrated by George Bassman Recorded 5/4/39 and 5/8/39 26.
Delirious Escape (extended version)/ Delirious Escape Continued/ End Title (3:31)
Performed by the M-G-M Studio Orchestra Composed and/or Arranged by Herbert Stothart, George Bassman, and George Stoll Orchestrated by Murray Cutter Recorded 5/8/39
An Appreciation Metro-Goldwyn-Mayer’s The Wizard Of Oz has been seen by more people than any other entertainment in the history of the world. It was an Academy Award® nominee for Best Picture of 1939 and one of the Top 10 box office attractions of that year. Since 1956 it has enjoyed an unprecedented 37 national telecasts in the United States and become an international television favorite as well. Its home video sales to date top five million units. Those are the facts. But there’s a more heartwarming definition of the film’s impact (and place in pop culture history). It is now virtually impossible to say “Dorothy”—or mention any of L. Frank Baum’s immortal creations— to anyone in America over the age of 20 months and not receive immediate, happy recognition. Back in 1939, M-G-M’s Oz was one of the most expensive films of its day, costing over $3 million to produce, promote, and exhibit. It took nine months of preproduction, five months of filming, and four months of editing and scoring to create the picture. At least five directors and three choreographers worked to stage the action and dances. Some 14 writers contributed to (or provided counsel for) the scenario. But it’s one of the understatements of the twentieth century to note that the final result was worth all the effort, creativity, and enthusiasm. What has ever been more memorable to any child than Margaret Hamilton’s overwhelming portrayal of the Wicked Witch? What has caused more juvenile nightmares than the Haley, Lahr, and Bolger achieved pop culture immortality for their incomparable Winged Monkeys? What characters in literature Ozian portrayals. or life have ever been better companions than the Scarecrow, Tin Woodman, and Cowardly Lion? And who has ever encompassed believability, sincerity, joy, sorrow, and song as well as Judy Garland as Dorothy? The achievement of M-G-M’s Oz is not only unique but incomparable. What with a public response that has grown stronger with each passing year, decade, and generation, Oz and its legend seem unlikely to be surpassed in longevity or popularity by any other motion picture. No other film approaches its power to enchant—or its power to command, excite, and maintain the emotions, minds, and hearts of its viewers. The Wizard Of Oz provides a remarkable opportunity to share joy, jubilation, and love.
The Music The music of Oz was primarily the work of three men, although at least nine others made substantial contributions as well. The songs for the picture
were the work of composer Harold Arlen and lyricist E. Y. “Yip” Harburg, among the top Broadway and Hollywood craftsmen of the age. The composition of the background score was done (and/or overseen) by M-G-M’s legendary Herbert Stothart; he—and his associate George Stoll—also conducted the orchestra for the Oz recording sessions. (They were aided in writing, arranging, and orchestrating by George Bassman, Murray Cutter, Bob Stringer, Paul Marquardt, Leo Arnaud, and Conrad Salinger; Roger Edens and Ken Darby handled vocal arrangements for the cast.) Oz producer Mervyn LeRoy and his associate Arthur Freed instructed Arlen and Harburg to write an “integrated” score for the film, which meant that all the songs were designed to tell the audience something about the characters or advance the story line. Stothart was asked to provide background music for virtual Judy Ga rland receive d a ly the entire movie, so that every scene would be accompanied special “juvenile” Oscar for he r work in Oz –gleefully by melody. (In the end, not all of the work done by Stothart and presented by frequent costar Mickey Rooney. his associates was used, but they did compose and record a score for almost the whole picture; their music—even the outtakes— can be heard on The Wizard Of Oz/ The Deluxe Edition [Rhino 71964; two compact discs].) The genius and dedication of the Oz musical staff provided both a classic and award-winning score. Arlen and Harburg’s “Over The Rainbow” was presented the Oscar ® for Best Song of 1939, and Stothart won another Academy Award ® for Oz for Best Score. ®
The Story, Songs, and Score
Gene Buck (left) beamingly bestows the Best Song award. Only composer Harold Arlen was pre sent on the ev ening of the ceremonies; lyricist E.Y. Harburg was out of town.
The Main Title introduces several Oz melodies in an overture to the picture. As the story begins, a frightened Dorothy Gale (Judy Garland) is running home from school; her dog, Toto, has snapped at Almira Gulch (Margaret Hamilton), and the sour neighbor has sworn revenge. But Dorothy’s Aunt Em and Uncle Henry (Clara Blandick and Charley Grapewin) are too busy to listen to the girl’s problems—as are the three farmhands, Hunk, Hickory, and Zeke (Ray Bolger, Jack Haley, and Bert Lahr). Aunt Em suggests that Dorothy find herself “a place where you won’t get into any trouble,” and the girl can only wonder if there is such a place: “ Over The Rainbow.” Suddenly, Miss Gulch arrives at the Kansas farmhouse with a sheriff’s order allowing her to have Toto destroyed. Although the dog escapes and sprints home to Dorothy, the girl realizes that they’ll both have to run away. They meet kindly Professor Marvel (Frank Morgan), who convinces Dorothy that Aunt Em needs her at home. But before the girl can return, a tornado swirls into view, and a flying window knocks her unconscious. Delirious, she imagines the house aloft in the “ Cyclone” as debris and neighbors float past her window—including Miss Gulch, who abruptly turns into a witch on a
broom. (“Cyclone” was one of the most ambitious Oz compositions. Unfortunately, only one channel of the original multitrack recording still exists, and the balance between instruments in this cut is not exactly as heard in the picture. This version, however, includes extra music that was later deleted with portions of the cyclone sequence during the Oz final edit.) When the house crashes to earth, Dorothy and Toto find themselves in fantasyland. An iridescent sphere dissolves to disclose Glinda, the Good Witch of the North (Billie Burke). She reveals that Dorothy’s house has fallen on the Wicked Witch of the East, and that the miniature local citizens have been set free by the Witch’s demise. Glinda leads them all in a celebration: “Munchkinland Musical Sequence.” (Only two of the 124 “little people” on-screen actually spoke for themselves; it’s believed that Joseph Koziel offered, “We thank you very sweetly.. . ” and known for fact that Frank Cucksey completed the couplet. Everything else in the number was sung by professional vocalists to a piano click track; their recordings were then played back at a faster speed to effect the helium-pitched Munchkin voices, and the orchestra was added to those takes.) The revelry is interrupted by the explosive appearance of the Wicked Witch of the West (Margaret Hamilton), come to claim her sister’s ruby slippers. But Glinda gives the shoes to Dorothy, and the Witch departs, vowing vengeance. The Good Witch offers that Dorothy must seek help from the Wizard of Oz to return to Kansas, and the grateful Munchkins escort the girl to their border with “Follow The Yellow Brick Road”/ “You’re Off To See The Wizard.” En route to the Emerald City, Dorothy meets a Scarecrow (Ray Bolger), who expresses one wish: “ If I Only Had A Brain.” (This is the full version of Bolger’s routine; the entire dance section and song tag were cut before Oz was released.) He decides to travel with her: “Scarecrow To Visit Wizard”/“ We’re Off To See The Wizard .” (The first cue was not used in the film, although it was scored to provide a musical transition to the Garland/Bolger duet.) The duo then rescues a rusted Tin Woodman (Jack Haley), and he offers his dream: “If I Only Had A Heart .” (The “Introduction To ‘Tin Man’” was not heard in the film, although the “Tag. . .” was used to cap off Haley’s dance. This original recording includes more dance music for the Tin Woodman than was actually heard in the final film. “Juliet’s voice” was dubbed by Adriana Caselotti; two years before Oz , she had come to fame by singing the title role in Walt Disney’s Snow White . . . . ) Despite threats by the Witch, the Tin Man joins the party: “We’re Off To See The Wizard.” (This is the first of several tracks in the film that uses the voice of Buddy Ebsen—the actor who initially played the Tin Woodman. After weeks of rehearsal, prerecording, and filming, Ebsen had an almost fatal reaction to the aluminum powder used in his makeup and had to be hospitalized in an iron lung. Haley was summoned to replace him and rerecorded the Tin Man’s song and solos in other songs. . . but the voice of Ebsen remained in the already prerecorded group numbers.) A ferocious Lion (Bert Lahr) jumps out of the woods to taunt the company; when Dorothy scolds him, he breaks down to confess his cowardice: “ If I Only Had The Nerve.” He joins the group (“ We’re Off To See The Wizard ”),
and they’re nearly to the Emerald City when the Wicked Witch poisons them in a Poppy Field. But Glinda sends a magical snowstorm to save the day, and the furious Witch flies off to intercept the travelers in person. Meanwhile, an unseen choir offers their “ Optimistic Voices” as a musical escort to the gates of Emerald City. The company is welcomed by the Guardian of the Gate (Frank Morgan in the first of five Emerald City incarnations); then a cabbie (Morgan again) introduces them to the horse of a different color, offers the city philosophy in song (“The Merry Old Land Of Oz”), and takes them “to a little place where you can tidy up a bit”: the Wash and Brush-Up Co. The quartet and Toto are again interrupted by the Witch as she skywrites “Surrender Dorothy” overhead, and the palace soldier (Frank Morgan) offers to announce such important visitors to the Wizard “at once.” Expecting their requests to be granted, Dorothy and her friends are exultant—especially the Lion: “If I Were King Of The Forest.” (This full version of Lahr’s routine includes the unused middle section and tag of the song. Buddy Ebsen is again heard in the group singing.) When admitted to the Wizard’s throne room, the travelers are confronted by an enormous, disembodied head (Frank Morgan). He vows to send Dorothy home and provide a brain, heart, and courage for her friends— in return for the Witch’s broomstick. Horrified but determined, the wayfarers set off for the Winkie Country. The Witch sends her winged monkeys to attack them and capture Dorothy, Toto, and the ruby slippers. She even has an evil advance agent—“a little insect” designed to sting the company and send them into such an exhausting dance that they won’t be able to fight off the monkeys. (This situation set up “ The Jitterbug” routine, sung and danced by the principals with the participation of the trees of the Haunted Forest. The upbeat number broke The mus ical ge nius of Herb ert Stothart provid ed unf orgettab le the tension of the film plot and was ultimately deemed accompaniment for some 100 M-G-M inappropriate; it was dropped from Oz before release.) films between 1929 and 1949. Dorothy is imprisoned by the Witch, but the stalwart Toto leads the Scarecrow, Tin Man, and Lion to the rescue; they are helping the girl escape when cornered by the Winkie Guards. When the Witch sets the Scarecrow on fire, Dorothy throws a bucket of water to save him. It also douses the Witch, who quickly melts away—and the elated Winkies, free from her tyrannical bondage, present Dorothy with the broomstick. (“Ding-Dong! Emerald City” was another deleted musical number, led off by the Winkies as they sing about the Witch’s demise. On-screen, their refrain dissolved into a scene back at the Emerald City, where 300 green-clad villagers danced Dorothy and company back to the Wizard’s palace. Arranger Ken Darby dubbed the test voice for the Winkie who begins this outtake [the multivoice and background tracks for his stanza no longer exist], and the fullscale Emerald City choral rendition actually combines three Arlen songs.) The Wizard of Oz is soon revealed to be a meek little humbug from Omaha (Frank Morgan). Nonetheless, he satisfies the dreams of Dorothy’s companions
and promises to take the girl back to Kansas in his hot-air balloon. But Toto runs off after a cat, and the Wizard leaves alone. It takes Glinda’s presence to reveal that Dorothy has always had the power to return home. Now she realizes it herself—and that home is defined by the people you love and the people who love you. After an emotional farewell with her friends, Dorothy clicks the heels of her ruby slippers three times and repeats, “There’s no place like home.” She wakes up in her own room to wonderingly recognize her Ozian companions in Hunk, Hickory, Zeke, and the visiting Professor Marvel. But best of all, she is there with Aunt Em, Uncle Henry—and Toto, too. (“Delirious Escape” includes the music for Dorothy’s return-to-Kansas montage; it originally featured many more brief visions of her adventures in Oz and is thus longer here than in the edited sequence used in the film. “Delirious Escape Continued” underscored Dorothy’s Kansas reunion, and the End Title accompanied the cast list with a final refrain of “Over The Rainbow.”) — John Fricke John Fricke is the author of The Wizard Of Oz/The Official 50th Anniversary Pictorial History (Warner Books/1989) and Judy Garland/World’s Greatest Entertainer (Henry Holt/1992).
Produced by Marilee Bradford and Bradley Flanagan Associate Producer John Fricke Art Direction by Coco Shinomiya and Rachel Gutek Design by Tornado Design Design for WaterTower Music by Dale Voelker Engineered by Doug Schwartz CD Mastering Services by Audio Mechanics, Los Angeles, CA Photographs Courtesy of John Fricke and Turner Entertainment Co. Special Thanks to Woolsey Ackerman , Bruce Baggot , Scott Benson, Roger Blunck ,
Steve Cox , Vicki Donnellan , Norma Edwards, Michael Feinstein , Mark Feld , George Feltenstein , Allan Fisch, Patty Fricke , Nancy L. Hopkins , Craig Kamins , Michael Kerker , Andrea Kinloch, Tod Machin, Rob Roy MacVeigh , Dick May , Roger Mayer , Colonel James E. Nitch , Margaret Pellegrini , Scott Perry , William Rosar , Brent Phillips, Charles Shultz, Daniel Smith, Herbert Stothart Jr. and Mary Beth Verhunce
SELECTIONS FROM THE ORIGINAL MOTION PICTURE SOUNDTRACK 1. 2. 3.
4. 5. 6. 7. 8. 9. 10. 11. 12. 13.
Main Title (1:58) Over The Rainbow (2:44) Cyclone (extended version) (2:17)
14.
Munchkinland Musical Sequence: Come Out, Come Out... (:42) It Really Was No Miracle (:59) We Thank You Very Sweetly (:20) Ding-Dong! The Witch Is Dead (:47) As Mayor Of The Munchkin City (:32) As Coroner, I Must Aver (:31) Ding-Dong! The Witch Is Dead reprise (:46) The Lullaby League (:23) The Lollipop Guild (:24) We Welcome You To Munchkinland (:39)
16.
15.
17. 18. 19. 20. 21. 22. 23. 24. 25. 26.
Follow The Yellow Brick Road / You’re Off To See The Wizard (:49) If I Only Had A Brain (extended version) (3:44) We’re Off To See The Wizard duo (:34) If I Only Had A Heart (extended version) (3:12) We’re Off To See The Wizard trio (:25) If I Only Had The Nerve (:41) We’re Off To See The Wizard quartet (:26) Optimistic Voices (1:09) The Merry Old Land Of Oz (1:52) If I Were King Of The Forest (extended version) (4:16) The Jitterbug (outtake) (3:23) Ding-Dong! Emerald City (outtake) (1:14) Delirious Escape (extended version)/ Delirious Escape Continued /End Title (3:31)
Produced by
Marilee Bradford and Bradley Flanagan
P& C
2012 Turner Entertainment Co. “The Wizard of Oz” and all related characters and elements are trademarks of and © Turner Entertainment Co.