"I wrote frantically on the train all the way so we could have a script when I got back," said Hal Roach, who produced Babes in Toyland, a 1934 film adaptation of the Victor Herbert operetta that is every bit as busy as Roach himself on his trip back to Hollywood from New York, where he had seen it on the stage. Part Mother Goose, part Brothers Grimm, and part Disney, the film is full of storybook characters, children, and a host of extras. Two directors were used: one to direct the children and one for Laurel and Hardy.

Acting without their usual costumes, our comedic heroes play Stanley Dee and Ollie Dum, who live in the Old Woman's shoe with her bevy of children. They also work at a toy factory, which is making 100 six-foot-tall toy soldiers for Santa Claus. The trouble is Santa wanted 600 one-foot tall soldiers. Since our boys were the ones who got the order mixed up, they are fired on the spot — as Santa laughs in the background.

One of the funny things about this film is the large number of nursery characters — from Little Miss Muffet to the Cat and the Fiddle — who turn up in adult guise. Stan and Ollie had intended to give some cash to the Old Woman in the Shoe (Mrs. Peep) because the dastardly Mr. Silas Barnaby, spurned by Little Bo Peep (who prefers Tom Tom, the Piper's Son), wants to foreclose on her shoe. But since the boys lost their jobs, there's no cash to be had. Hence, to the horror of Toyland, Bo Peep must marry Barnaby, whose grisly face is shown in many frightful close-ups. Tom Tom, meanwhile, is banished to Bogeyland — a place full of "half-man, half-beast hairy monsters with sharp teeth and long sharp claws" — on trumped-up charges of having murdered one of the Three Little Pigs.

The childlike innocence of Toyland, coupled with the ferocious violence of Bogeyland and the many sexual innuendoes, some ambiguous and some blatant, earned the film condemnation from the Parent-Teacher Association of America. Critics, however, loved it, even though it missed the advent of Technicolor by six months (with its windmills, spider webs, clocks, costumes, and sets, it would have rivaled the Munchkinland scenes from The Wizard of Oz for color and imagery). As Barnaby, Henry Kleinbach is one of the nastiest screen villains ever. The look on his face when he lifts Bo Peep's veil to "kiss the bride" is priceless.

For a children's film, Babes in Toyland sure has a lot of grown-up themes, but the only part that gave me a hard time was the singing. When Tom Tom breaks out in song in Bogeyland, it seems a little inappropriate. Victor Herbert's musical score may have worked on the stage but is somewhat out of place in the film. I wish Roach had not felt the need to produce it as an abbreviated operetta.

Nonetheless, this is an extremely enjoyable film. It's at the Michigan Theater on Sunday, April 7.