In 1939, Walt Disney began a project in collaboration with the popular orchestra conductor, Leopold Stokowski: an extension of Disney's "Silly Symphony" shorts, it was to be a dramatization of Dukas' "The Sorcerer's Apprentice" featuring Mickey Mouse. Stokowski, desiring to popularize classical music, convinced Disney that the form would support a feature- length film. Disney was an enthusiastic convert; it was his hope to reissue "The Concert Feature" every few years, substituting segments as time passed and keeping the show fresh.

Fantasia - as the movie was eventually retitled - was presented as a roadshow, with limited engagements and reserved seating, all attempts at recreating the concert experience - including the world's first attempt at stereo sound in a movie theater. Unfortunately, the movie failed; critics were harsh, the audiences uncaring, and Disney sadly filed the movie away into the regular re-release schedule, never realizing his dream of a constantly changing, ever-fresh Fantasia.

The movie still managed to impact many lives - a lot of musicians cite Fantasia as an early influence - but it wasn't, I believe, until the 60s, when the film was released with a timely, trippy, psychedelic ad campaign that it truly found its audience and gained the wide recognition it deserved. It can still be somewhat problematic, however: witness any number of parents trying to explain the abstract images of the first piece, Bach's "Toccata and Fugue in D Minor" to children demanding to know "Where's Mickey Mouse?" The target audience is a tad more mature than the usual Disney vehicle.

When Disney abandoned its roadshow presentation of Fantasia and the film's distribution was taken over by RKO, it was shorn of almost a half-hour of material, most of it the interstitial remarks by Deems Taylor. I know what you're thinking. You're thinking, "Who?" So was I. Fortunately, the supplemental materials inform us several times that Taylor was a music critic and popular radio personality of the time. His material is here reinstated, and as most of it involves telling us what we're about to see, I feel RKO ultimately made the right decision.

Firstly, as the restored Taylor footage is taken from recently discovered stock, the orchestra segments look stunning and clear. The animation segments have seen a little more use, and although the image is never less than shockingly sharp and the colors extraordinarily vibrant, there is a lot of dust speckling and the very occasional scratch evident. One day, Disney will pony up the money to do a frame-by-frame digital cleanup of the movie; until then, this is the preferred way to view it, as the sound is magnificent, everything you could possibly wish.

Fantasia's extras may seem a bit spare - the true cornucopia of materials seems to have been saved for the deluxe "Fantasia Anthology" box set - but at least Disney has stopped including "Character Artwork on Disc" and "Interactive Menus" as extras. What is there, however, is at least the match of other Special Editions on the market.

There are two commentary tracks: the first features Roy E. Disney, conductor James Levine (who conducted the orchestra in the eventual sequel, Fantasia 2000), animation historian John Canemaker and Disney Film Restoration Manager Scott MacQueen, with Canemaker and MacQueen providing the most interesting tidbits about the original production. The second track is the most intriguing, though, as it is composed of audio interviews with Walt Disney himself spanning over three decades. It can also require the most patience, as the audio quality naturally varies from clip to clip.

"The Making of Fantasia" is a well-produced featurette detailing the history of the studio and the events leading up to the production of the movie, as well as the backbreaking labor that went into achieving the ground breaking effects. Watching this featurette can sometimes lead to the feeling that "Gee, these guys were pretty full of themselves," but watching the actual images move, and realizing that many of these segments required a whole day to accomplish just one frame, all done by hand, in the days before computers... well, perhaps they deserved to feel full of themselves.

And though I hate to quibble - oh, okay, I love to quibble - this is not "Walt Disney's Original Uncut Version", as the box proclaims. The Greek mythology-based segment utilizing Beethoven's "Pastoral" at one time featured the period's grotesque, "comical" stereotyped-Negro centaurs attending the white centaurs. These got trimmed sometime during the 60s or 70s. Not actually trimmed, but cropped - you can see the grain blossom during several scenes, where the image of the inoffensive white centauresses were enlarged (after all, with the animation wedded to the music, they couldn't actually cut the offending sequences out).

I tend to be very much a purist in these matters; movies reflect the mores and trends of the times in which they are made, right or wrong. But as the supplemental materials strenuously avoid any mention of this historical tidbit, I am all but certain that the footage is gone forever, destroyed by the sanitizing forces of The Mouse. But past that small - and let's face it, it is small - grumble, Fantasia is a beautiful movie on a beautiful disc.