"There's this guy who's utterly a banker, and he doesn't have time for his family, or for living, or anything. And Mary Poppins, she comes down from the clouds and shows him what's important. Fun. Flying kites. All that stuff... It's a cute movie. Maybe not everybody's thing, but, y'know... Dick Van Dyke's British accent defies belief. 'Hoh 'hits a jolly 'oliedye wiv yew, Mairee Pawpins!' Y'know. Cute."
-Neil Gaiman's Death
Nearly every period of Disney's corporate history has been in some way a transition: from shorts to features; from lavish to cost-saving animation, from Walt Disney his successors; from girly musicals that everybody loves to boy-centered action movies that nearly everybody dislikes. One of the most significant transitions, perhaps even the most important time in Disney's evolution as a company, was the 1950s: when the studio began to wholeheartedly embrace live-action films and television, and the pace of new animation was slowed to a crawl; when Walt himself was too excited about his new theme park Disneyland to pay much attention at all to the movies coming out with his name attached.

Beginning with 1950's Treasure Island, the studio found it could make more money with less labor by focusing on movies without a trace of animation, and it took only a few years for this to explode in a brand new business model for Disney. Some numbers: between 1945 and 1949, Disney released 73 animated shorts, one live-action short and seven features, all of which were at least partially animated. From 1950-1954, they released 79 animated shorts, six live-action shorts, and ten features, of which only only three had any animation at all. From 1955-1959, they released a mere sixteen animated shorts - and in 1957 and 1958, they released no films at all starring Mickey Mouse, Donald Duck, or Goofy, the first time this had happened since Mickey's 1928 debut - and 19 features, of which two were animated. Much of the animators' energy at this time was devoted to the hellish production of Sleeping Beauty, ultimately released in 1959, and the rest went to the creation of short sequences for the Disneyland television series.

It is maybe not entirely fair to say that the second half of the 1950s found Walt Disney Productions in a state of artistic crisis; but with Walt himself occupied with things other than moviemaking, the company was adrift and little of their output from that period was ever canonised, by Disney or audiences, as classic cinema. And as the 1960s began, Disney was clearly positioning itself as a producer of largely disposable family entertainment that, very occasionally, put out an animated movie.

Walt Disney's feelings on this change have never been made public; he was certainly not afraid of money, and he'd long since used up most of his artistic ambitions. But there must have been something deep within the man that looked with something less than pride at Johnny Tremain, The Absent-Minded Professor, Babes in Toyland, and a host of other perfectly decent, largely ephemeral family comedies and adventure pictures, for in the waning years of his life he committed himself to a new film project with an energy he had not devoted to anything but Disneyland in a decade or more.

This was Mary Poppins, released in 1964, a good 26 years after Walt had first approached British author P.L. Travers about adapting her then-new series of novels. Travers refused, fearing that Disney would sand the hard edges off of her brusque magical nanny, and inject a good dose of loosey-goosey Americanism into the project and since this is exactly what ended up happening, we can perhaps understand why she was so resistant to the producer's entreaties. In the '60s, however, Travers found herself without much money, and agreed to let Disney take a crack at the material as long as she could be involved in script development. This didn't last very long (Walt and the screenwriters were shockingly unreceptive to notes largely consisting of "make it less funny and not a musical"), and Travers despised the final product more than just about anyone else has ever despised the Disneyfication of their work; for the rest of her life she never stopped fighting the company's further efforts to make further use of her work, though just before her death in 1996, she outlined a number of strict rules for the development of the Mary Poppins stage musical.

Travers, who I'm sure was a lovely woman, adored by her family, was a fucking idiot.

Mary Poppins has often been suggested as Walt Disney's favorite amongst all the many films he produced in his 65 years of life; whether that's so, it certainly remains one of the best films ever produced by his company, indeed one of the best American films of the 1960s, just about the only film that can be idly compared to The Wizard of Oz as a masterpiece of family cinema, in terms of its technical ambition, emotional honesty, joyous energy, and glorious soundtrack (to me, Mary Poppins vies with only Pinocchio and Beauty and the Beast and perhaps The Little Mermaid as having the best songs of any Disney feature). That it was far more special than just another Disney family movie is plain: it was the first film in 16 years to combine animation with live-action footage, it cost more than any Disney film not fully-animated ever had, it was fussed over more by its producer than anything his company had released since World War II. For its pains, Mary Poppins was nominated for 13 Oscars (an honor it shared, at the time, with only three films: Gone with the Wind and From Here to Eternity, as well as All About Eve, which held the record with 14), winning five; and it was the highest-grossing film of 1964.

Of course, none of these statistics argue to the film's quality; the film itself makes that argument. It is the single glowing moment of sheer unmixed genius in the long stretch of lightweight successes and dreary failures that made up nearly three whole decades of Disney's output in the '60s, '70s, and '80s; a fantasy of the most delicate touch and charming disposition, sweet and precious while being neither sickening nor cloying. It is the most persuasive of all the studio's many propaganda pieces arguing that the only thing you needed in life was family and a good attitude and the whole world will be yours. And all of its achievements are that much more impressive when we note that Mary Poppins is afflicted both with serviceable, uninspired direction by Robert Stevenson (a Disney mainstay at the time), and with a screenplay by Bill Walsh and Don Da Gradi that is, by every classical rule of structure and character, almost totally dysfunctional.

The latter point is the more surprising, perhaps, because it is absolutely unnoticeable if you're not looking, for the very good reason that the script works outstandingly well despite its infidelity to the usual forms. In its broadest aspect, Mary Poppins is unnervingly similar to that earlier example of Disney mixing animation and live-action, Song of the South: a distant parent (the mother there, the father here); an otherworldy parental figure who isn't the story's protagonist in any way, despite being the focal character; trips through animated worlds that are specifically presented as fantasies created by that magical figure; there are three fantasy setpieces; the conflict is resolved when the parent realises that nuclear familitude is more important than rules and an iron fist, and the magical otherparent recedes with no small amount of satisfied regret. Both movies are even best-known for a song based on a nonsense word! Now, there's obviously a lot more in the way of differences than there are similarities, and Song of the South is hardly complex enough to count even as a dry-run for Mary Poppins; but the two stories have a great deal more in common than Mary Poppins does with the later films Disney released, attempting to duplicate its success.

One of the primary differences is that Song of the South is wholly about the young hero Johnny, learning to be self-reliant and brave with the aid of the kindly Uncle Remus. The story is his arc entirely; his mother's change of heart is brought about because of his actions (if "getting gored by a bull" counts as an action). Mary Poppins is about... well, that's the whole thing. The story of the Banks family - father George (David Tomlinson), a banker, mother Winifred (Glynis Johns), a political activist, and the children Jane (Karen Dotrice) and Michael (Matthew Garber) - doesn't have a clear protagonist in the way that SotS is all about Johnny. Certainly, the magical nanny, Mary Poppins (Julie Andrews), who appears in the Banks's household to assume, with great temerity, management of the children's lives, isn't the protagonist: she's an object of nature, who changes not at all except in that when nobody but the audience is watching, she permits herself to feel things that she hides at all other times.

Consider this, though: for most of the 139-minute film, the action follows Mary Poppins and the children, through a series of playful adventures which mostly involve Poppins's old friend Bert (Dick Van Dyke), a jack-of-all-trades. These incidents do not "matter" to the conflict: Jane and Michael are excited and delighted by what they see, but they cannot really be said to learn anything about how to deal with their situation except in the most general possible way. After about two hours, of this, following an incident in which the children have caused a terrible situation for Mr. Banks, he has a heart-to-heart with Bert in which he slowly realises that Mary Poppins's indulgence in what he considers frivolity has brought more joy and meaning to his children than all of his loveless rules and precision ever have, and by the time he arrives at his bank to be fired, this has sunk in enough that he has decided to embrace the Poppins worldview, and as a direct result, is made both a better father and a more successful businessman.

Until this point, however, Mr. Banks has been largely a background figure, driving only the opening scenes and appearing in the interim to huff and puff about the nanny's curious ways. This sudden break, nearly at the end of a none-too-short movie, in which he suddenly becomes the film's prime mover and the only person who undergoes a genuine change, should be disastrous. It should - and does - mean that the film really doesn't possess a main character (I have little doubt the children get the most screentime, though Mary Poppins herself unquestionably makes the greatest impression). It also doesn't make the film an iota less successful. Not to argue from anecdote, but: in my life, I have almost certainly seen Mary Poppins in excess of 50 times - mostly as a child, but it remains to this very day one of the things I like to put on when I'm feeling unwell and need to be cheered and relaxed. And I have never, in all those years and all those viewings, ever noticed that prior to his conversion at the bank, George is a man in whom we have virtually no emotional investment whatsoever.

How does the film get around this? Mostly, I think, by thematic cohesion: as it is titled Mary Poppins, so is the film largely about the effect of Mary Poppins on other people: first she makes the children happy by example, then she makes Mr. Banks happy by the same example. It's a film about optimism and imagination, as presented by a sort of human avatar of those characteristics. The obvious & unfortunate side-effect of this reading is that it must deny Mary Poppins any sort of character or agency: she is an idea and concept and a metaphor, not a person, and this is unacceptable in the face of the stunning debut film performance of Julie Andrews (aggressively courted by Disney at the same time that Warner Bros. was shutting her out of its adaptation of My Fair Lady, on the grounds that she was "unknown"), a manifestly excellent combination of the subtle-

-the comic-

-the starchy-

-and the hauntingly humane.

Best, I guess, to embrace the tautology that Mary Poppins works because it works. Ask anyone who has fallen in love with it in the more than four decades since its premiere, and I image they'll all have much the same to say: it's happy, it makes you feel good, it promises that nobody is beyond hope, and it shows that wonderful things can happen in any setting. Perhaps it is thus the rare film whose development is primarily emotional over the course of the narrative, rather than driven by character or plot. Whatever the case, it is one of the few genuinely transporting movies that have been made: films which seem to cause the outside world to halt for a little while and replace it with a much happier and more appealing world of the filmmakers' choosing.

Oh such a world it is! Shot entirely indoors on soundstages not lit to look even slightly like actual exterior locations, Mary Poppins is nothing if not glaringly artificial. This only adds to its charm; it is a most lavish and lovingly detailed artifice, not a rinky-dink cheap one, and it feels not unlike taking a look inside a toybox version of London, or choose your own metaphor for fantasy and magical realist abstraction. The point being, the world of Mary Poppins looks to be the kind of place where things are a bit impossible to begin with, which makes the presence of a nanny who flies with the aid of an umbrella (that has a talking parrot-head handle, no less) fit in with the dreamlike state of the movie, rather than stand out as a difficult or alien element. It is the most important thing possible that we not find Mary Poppins alienating; she must seem like the most natural and lovable thing in a London of which she after all always remains in complete control. This is her world, not ours, in other words; and her world is a bit grand and stagey, it turns out.

Perversely, the very lack of truly great filmmaking is a boon to the film in this regard: Stevenson's lack of cunning and polish lends Mary Poppins an almost paradoxical feeling of being at once rough-hewn and slightly inept, even as it is beautiful and grand and ambitious. The genius of this - using "genius" advisedly, for I rather imagine it happened purely by accident - is that the film is both mammoth and friendly, never impoverished and thus insulting to its targeted family audience, but never demanding too much of them, either. It is a nigh-flawless blend of the need to be both good and simple - just look at the same year's My Fair Lady, in which George Cukor and team of top-shelf craftsmen made a musical that is quite sharp and polished (though, like Mary Poppins, a bit stagebound, and without the thematic justification), but a bit too starchy for its own good; My Fair Lady does not care if you like it, while Mary Poppins is as eager as possible for you to jump right in and fly a kite with the characters (for his well-aimed hackery, Stevenson was on the same Best Director slate as Stanley Kubrick with Dr. Strangelove, a situation that becomes more impossible the longer you hold it in your head. Both men lost to Cukor).

Where the film triumphs is in the details: the candy-colored set design, the impressively precise editing by Cotton Warburton that manages to hide all of the seams of the film's visual effects without bringing the slightest attention to the fact that it's doing so, and those effects themselves: for Mary Poppins is truly one of the most impressive special-effects driven movies of all time, adjusted for the advances made in technology since then. Oh, it's reprehensibly easy to stand here in the CGI age and find even the finest effects in Mary Poppins to be anything but ageless - for they are certainly not perfect. When Mary Poppins perches an awkwardly mechanical robin on her finger (as unconvincing a robot bird as the monstrosity that ends Blue Velvet, 22 years later), it is unlikely that anyone now will find themselves supposing that it's a real animal - and I am sure they didn't in 1964. Because the film has a certain way of admitting to its technical limitations and then breezing by them; the energy of the performances and the bright, maddeningly tuneful songs that keep the film at a peppy high do not allow us to focus on the evilest problems of the movie. The robin convinces me because Julie Andrews and the Sherman brothers are telling me that it is a robin, and they are both so certain and earnest that I would feel mortified to disagree with them.

One can say little about either the performances or the songs that has not been said: Andrews is legendary in the role, and her adult co-stars have nothing to be ashamed of: Van Dyke, notwithstanding his infamous accent (which he was well aware of, and frankly I defy anybody not to allow that it's charmingly cheesy rather than annoying), is at the height of his abilities as a physical comic performer, with a rubber face and rubber body that well suit the absurdities of the roles he plays (his reaction to Mary's implied refusal to even remotely think of him as a romantic partner in the song "Jolly Holiday" is extraordinary. The ever-underrated Tomlinson is at his very best - the climactic firing scene upon which the hole movie hinges works almost solely because of his ability to convincingly transition from mortal fear to that giddy high that comes when you realise that you've got nothing to lose and it's not as bad as you thought, on the strength of a barbarically corny joke - and Johns, given a self-contradicting and somewhat arbitrary character (quick: does the film approve of her role as a suffragette? If you're certain of your answer, you're smarter than I), at least manages to play Mrs. Banks as a human being and not a cartoon.

As for the songs! There's a good reason why "Feed the Birds" was the song that Walt Disney always listened to when he needed a cry: its soaring chorale, a secular hymn if ever one was written, plus the gentle grace of its lyrics, provides for one of the most overwhelmingly moving musical moments in cinema, and if Richard and Robert Sherman had no other songs to their credit, they would be all-time geniuses. But there's not a single clinker in the batch, though I doubt that I am alone in finding that I often drift during the lullaby "Stay Awake", for the wrong reasons (it was going to be cut, until Andrews refused to take the role without it). Still, that leaves a lot to adore: the dry sarcasm inherent in "Fidelity Fiduciary Bank" ("When you deposit tuppence in a bank account / Soon you'll see / That it blooms into credit of a generous amount / Semiannually!"), the activity of "Step in Time", the joy of "Let's Go Fly a Kite", the sheer unbridled bigness of "Supercalifragilisticexpialidocious".* The Oscar-winning "Chim-Chim-Cheree" is probably not the best number in the film, but it provides an elegant throughline for the film's music - and before Alan Menken entered the picture, did any Disney film have anything remotely as musically sophisticated as the underscore to Mary Poppins? Just the use of "Chim-Chim-Cheree" and "A Spoonful of Sugar" as character motifs is sufficient to make it one of the more intelligently-scored mainstream Hollywood films of the 1960s.

Since the alleged reason I am reviewing this film - "I love it, and it's great" is not a good reason, apparently - is because it contains some animation, I should probably at least mention the "Jolly Holiday" sequence; though it is, in truth, not terribly exceptional. The aesthetic of Disney animation after One Hundred and One Dalmatians in 1961 had become very graphic, linear and, though I don't really want to use this word, cheap. The animals in Mary Poppins do not in any way challenge this aesthetic (in the way that the animation in So Dear to My Heart was sometimes very experimental by Disney standards), although the backgrounds - both the ones composited in, and the ones the actors stood in front of - are subtle, handsome reminders that this is a chalk world. Really, though, while the degree of interaction between the actors and the drawings is probably more ambitious than it ever had been, it's kind of strange to note that, as far as convincingly marrying the two levels of film together, the technology had not advanced much since Song of the South: it still looks like those penguins are pasted "above" Mary and Bert.

Still, the character design of the humans in the sequence is about as appealing as anything Disney did throughout the 190s: amusing caricatures that would have been unacceptable as protagonists or major characters in an animated narrative are quite good enough for their quick appearance here. And the ludicrously straitlaced depiction of the English countryside - unlike the rest of the Americanised setting, it's obvious that Disney was being pawky here - is gaudy enough to be fun. Even if the Irish fox fretting about "redcoats" is a bit more queasy-making than silly.

Mary Poppins, the last great film of Walt Disney's career, would also be the last truly sincere Disney film in many years: depending on the level of cynicism you have regarding the 1990s films, it is perhaps the last sincere Disney film ever. It is a labor of love made by a man who as basically crapping money by the early 1960s, a precious rare combination of honest storytelling and ready commercial promise that remains arguably the most uncommon film of all: a big damn blockbuster with a deeply moving and emotionally honest heart. That some people do not love Mary Poppins is perhaps evident from the many parodies it has kicked off over the years; though no doubt even some of those parodies are born of affection. Mary Poppins is all innocence and optimism, unpopular positions in a postmodern age, but I find its resolute inability to descend into kitsch, camp, or treacly, annoying sentiment, instead remaining a witty, fleet entertainment, to be the finest proof that has ever existed that, for all his shadiness as a businessman and ethical lapses, Walt Disney was one of the greatest humanists in American movie history, and that when his company was at its best, none could compete with its sweet, unforced uplift and cheer. And Mary Poppins finds Walt Disney Productions at its absolute best.