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The film was directed, produced and written by Theodore Thomas, Frank Thomas' son. A number of other important figures in the animation business are also interviewed about Frank and Ollie's influence of modern animation, and about their personal friendship.
The film primarily consists of Frank Thomas and Ollie Johnston's anecdotes of their careers as animators during their long tenure at Walt Disney Studios, beginning with their hiring just before the release of Snow White and the Seven Dwarfs. They talk about the successes and difficulties of the Walt Disney studios throughout their careers, including the production of Disney's early works such as Pinocchio and Fantasia, decrease in business due to World War II, the unexpected death of Walt Disney in 1966, and the importance of The Jungle Book's success in 1967. These anecdotes are punctuated by archival footage from various Disney films, as well as interviews with contemporary Disney animators, animation historians, and interviews with Frank and Ollie's wives. Footage of Frank and Ollie's daily lives at their nearby homes in La Cañada Flintridge, California is also featured.
Periodically in the film, Frank or Ollie (usually Ollie) will act out or describe a scene from a Disney film that they animated, and then show the scene from the film. This demonstrates the importance of acting in animation. Several of their anecdotes were also about how other animators did their scenes. The film also talks about Disney's Nine Old Men, the senior staff at Walt Disney Studios. Ollie Johnston's beloved model railroad and the book Disney Animation: The Illusion of Life, written by Frank Thomas and Ollie Johnston, also feature prominently in the film.
Release and reception
The film was first shown at the Toronto International Film Festival in September, 1995, before gaining a limited theatrical release in October. Reviews were generally positive, with a score of 88% from Rotten Tomatoes and a user rating of 7.7/10 on the Internet Movie Database. The film is now very obscure, having received a limited theatrical and VHS release. However, in 2003, the film was released on a Special Edition DVD, including such features as commentary, 5.1 Dolby Digital Surround Sound, a behind-the-scenes featurette, footage of Frank and Ollie's very first animations made at Disney, and some of Frank and Ollie's home movies as well as some scenes of Ollie's live steam train, excerpted from a Disney TV show.