"Fantasy must appeal to the adult in all children, and the children in all adults." These are the words of Noel Langley the final screenwriter for the Metro Goldwyn Mayer film spectacle, The Wizard of Oz, that remains a cherished trademark of popular American culture, as well as throughout the world, despite having been panned by critics when it first opened in 1939.

And, 1939 was a multi-faceted year for the musical to appear, from social, economic and political perspectives. Among many other events, Albert Einstein had written to President Franklin D. Roosevelt about developing an atomic bomb using uranium, leading to the establishment of an A-bomb program, known as the Manhattan Project. The US Supreme Court outlawed sit-down strikes by workers. Hitler called for the extermination of Jews. Food stamps were issued for the first time. The United States hosted The World's Fair in New York City, while Batman and Superman comics first hit the streets for the first time.

Despite having been presented to the public in the midst of this complex social backdrop, few viewers realize how difficult it was to make this cinematic treasure, based on L. Frank Baum's novel, considered by many to be a political allegory in the guise of a children's fairy tale. The film ultimately became a kind of crusade for composer Harold Arlen and lyricist E.Y. (Yip) Harburg, as they fought with bottom-line producers and directors, to preserve their artistic integrity. The social, economic and political implications behind this seemingly simple story were not lost on these seasoned artists and indeed caused their battles to be even more intense.

There was trouble in paradise as soon as Harburg and Arlen were picked to compose the Oz score. Fellow songwriters grumbled, but MGM wanted to counter the commercial success of Snow White and the Seven Dwarfs, and spared no expense on this so-called "prestige loser". Ultimately costing the studio nearly $3 million---a record for the 1930s---it was one of the first full-length features to be filmed in color.

As a team, Harburg and Arlen would encounter many obstacles along the way largely because even though associate producer, Arthur Freed, who himself had been a successful journeyman lyricist with composer Nacio Herb Brown and was also a political opposite of Yip, he still strongly believed that they could handle serious material in a smart and whimsical manner. But there was simply no controlling of the artistic conflict that lay ahead. Yet, throughout the often rocky production, they never lost sight of the fact that Oz is a political parable cloaked in fantasy.

"He {Freed} was a reactionary and he detested everything I stood for. But that didn't stop him from respecting me artistically", Harburg told Aljean Harmetz for her book, The Making of the Wizard of Oz. "What Freed felt {about Yip's work} was that it had a poetic value. The average producers, commercial fellows in pictures, didn't refer to it that way."

Harburg suggesting that the film's score be fully integrated, whereby the plot unfolds through song and dance was one of the first things to cause waves with directors and producers. This demands a very tight coordination of song, script, casting and direction. The songs must be shaped around the story and the film around the songs. Often referred to as a "show doctor" Harburg, with Arlen, made liberal revisions of the original film script, written principally by Englishman Noel Langley (12 other writers came and went). Yip was also a master of the "set-up", leading the way into a song. One might even assume this to be a natural way to approach a so-called musical but, surprising, it remains a fairly unusual technique.

Harburg's screen credit simply read: "Lyrics by E.Y. Harburg", but as the final editor his contribution to the film included compromises of various script drafts, as well as additional lyrics to Arlen's music and new dialogue. He also had unprecedented influence over casting decisions, exhibited by his ability to get his stage show colleagues Bert Lahr, who played the Lion and Ray Bolger, who was the Scarecrow in the film. Harburg told John Lahr for his book Notes on a Cowardly Lion, "I wanted him {Bert Lahr} for the part of the Cowardly Lion because the role was one of the things The Wizard of Oz stands for, the search for some basic human necessity." Harburg felt strongly that Lahr could effectively combine the pathos of longing and innocence with comic bravura. Harburg had also campaigned for Bud Ebsen (later known from TVs Beverly Hillbillies) to be the Tin Man and W. C. Fields for the role of Oz, though without success. However, his early collaborator, Burton Lane, discovered a talented vaudevillian prodigy re-named Judy Garland, who later signed the MGM contract for the principal role of Dorothy.

Harburg once told a colleague that he enjoyed having the freedom to write lyrics that weren't just songs, but scenes. One particularly impressive scene is, of course, the ambitious Munchkinland operetta that, according to Yip's son, Ernie Harburg, isn't merely a sequence of musicalized speech, but the musicalized speech of mayors and council members, union leaders and heads of ladies' auxiliaries, coroners and soldiers. Ding-dong, the Witch is Dead is a kind of celebratory song of victory over evil, as another example.

Despite their powerful influence over the film's vision, Harburg and Arlen could never control the making of Oz. According to Harold Myerson and Ernie Harburg in their book, Who Put the Rainbow in the Wizard of Oz, songs were cut from the movie's last half hour and they were ultimately powerless in the post-production battle over whether to cut the signature song Over the Rainbow from the picture altogether. Yet, Oz is still probably one of the only films in history where the lyricist created both its spirit and its unity; where all the viewer need do is follow the lyrics.

Referring to song Over the Rainbow, Harburg once told an audience during one of the New York City's 92nd Street Y lyricists evenings: "You always have trouble writing a ballad. Of course, I was writing for a situation of a little girl who was desperate, had never seen anything beyond an arid Kansas where there was no color in her life." According to Ernie Harburg, "The challenge facing Harold and Yip was to balance the power of that emotion against the poignancy and delicacy of its childish context". Thankfully, the song was left in the final film version even though it was cut twice during small-town previews because one of its directors thought it was too complicated to sing.

Complicated or not, Rainbow would become one of those ballads that works on an emotional level where childish yearnings hinge on an adult context. Both a grown-up hit and enduring classic, it has probably been sung by more vocalists than any other song on earth. American artists ranging from Bing Crosby and Al Jolson to Patti Labelle, Barbra Streisand, Lena Horne, Sarah Vaughn, Tony Bennett and Ray Charles have lent their individual interpretations to the melody.  Indeed, in 2001, the Recording Industry Association of America with the National Endowment of the Arts, ranked it number one out of 365 American standards. Three years later, the American Film Institute named it the greatest movie song of all time. "In Oz," write Meyerson & Harburg, "the rainbow's Yip's invention---his metaphor for dreaming, his device to propel a black and white consciousness into color."

People all over the world will always remember this Academy Award winning hit song from Oz, but Harburg and Arlen recognized early on that Baum's novel was also about political and social change.  Writing in 1900, Baum was undoubtedly reacting to the demise of the populist movement of the previous decade. The Scarecrow (representing farmers), the Tin Man (urban industrial workers) and the Cowardly Lion (weak leaders of the Populist Party whose logo was a lion), would band together and overcome the Wicked Witches (financial interests), and after following the yellow brick road to the Emerald City, the motley crew would then expose the Wizard (the federal government---"Pay no attention to the man behind the curtain") as powerless over the will of the people.  In a 1964 American Quarterly article, Henry Littlefield suggests that this fairy-tale version of political transformation is what Baum devoutly wished for.

The Oz film clearly ends with the demystification and exposure of fraud; that of the wizard and his power to grant the wishes of his underlings. Aware of the power of illusion, Harburg rewrote this important scene having the debauched Wizard handing out symbols. ".because I was aware of our lives being the images of things rather than the things themselves", he wrote. One of the prevailing messages of this story has always been that the Scarecrow, Tin Man and Lion had always possessed the brains, heart and courage that they so desperately searched for.

Speaking to the brainless Scarecrow, the wizard asserts: "Why, anyone can have a brain. That's a very mediocre commodity." He tells him about universities and the great thinkers in seats of learning who have no more brains than he. Then, he bestows him an honorary diploma (a doctor of Thinkology), apparently the only thing the Scarecrow lacks. To the Cowardly Lion, the Wizard says: "You are of the unfortunate delusion that simply because you run away from danger, you have no courage. You are confusing courage with wisdom." Brave people are called heroes and are given medals, so for "meritorious conduct, extraordinary valor, conspicuous bravery against wicked witches", he gives the Lion a triple cross making him a member of the Legion of Courage. Though the Wizard sadly tells the heartless Tin Man that "hearts will never be practical until they can be made unbreakable", he points out that "do-gooders" have no bigger hearts than his, so for his kindness, he presents him with a token of esteem and affection, a watch, with the observation that: "A heart is not judged by how much you love, but by how much you are loved by others."

Today, Oz is known by practically everyone in the world, but only a rare person is familiar with the artists who wrote its great songs. "I hadn't realized the impact the picture makes on children throughout the world", Harburg stated in the mid-1970s. According to Ethan Mordden in his book The Hollywood Musical, the Harburg/Arlen team "set a style that works for one picture and will never work for anything else". Though both songwriters have passed away, their melodies are embedded in American culture, the lyrics are used as literary references and the film itself lingers in the hearts and minds of millions of generations. In Yip Harburg's words and Harold Arlen's music, "the dreams that you dare to dream really do come true"---giving us all hope in difficult times.