I know many people will not watch this for many reasons. The excuses range from "I Hate Black and White Movies", "I Do Not Like Old Movies" ,"I herd this was stupid", "I never Herd of this", and so many others.

Well this film is "Dated" but its also part of its charm. This film stars "Laurel and Hardy" and it is a delightful surprise. Think of this film as the inspiration for the "Shrek" films.

In this film A woman is about to lose her home. Stannie Dumb (Stan Laurel) and Ollie Dee (Oliver Hardy), live in a shoe (as in the nursery rhyme There Was An Old Woman Who Lived In A Shoe), along with Mother Peep (the Old Woman), Bo Peep (Charlotte Henry), a mouse resembling Mickey Mouse (and actually played by a live monkey in a costume), and many other children. The mortgage on the shoe is owned by the villainous Silas Barnaby (Henry Brandon), who is looking to marry Bo Peep. Knowing the Widow Peep is having a difficult time paying the mortgage, Barnaby offers the old woman an ultimatum – unless Bo Peep agrees to marry him he will foreclose on the shoe. Widow Peep refuses, but is worried about where she'll get the money to pay the mortgage. Ollie offers her all the money he has stored away in his savings can, only to learn that Stannie has taken it to buy peewees (a favored toy consisting of a wooden peg with tapered ends that rises in the air when struck with a stick near one end and is then caused to fly through the air by being struck again with the stick). He and Stannie set out to get the money for the mortgage from their boss, the Toymaker (William Burress). But Stannie has mixed up an order from Santa Claus (building 100 wooden soldiers at six feet tall, instead of 600 soldiers at one foot tall) and one of the soldiers, when activated, wrecks the toy shop. Stannie and Ollie are fired without getting the money.

I don't want to tell too much more but truest me the film is fast paced and its never boring.

Give it a try!

...from MGM and directors Gus Meins and Charles Rogers. In the fantastical world of Toyland, many fairy tale and nursery rhyme characters live together in a weird community. Widow Peep (Florence Roberts), aka The Old Woman Who Lives in a Shoe, takes care of her many children, including eldest daughter Little Bo-Peep (Charlotte Henry). She also rents a room to toymakers Stannie Dum (Stan Laurel) and Ollie Dee (Oliver Hardy). Bo-Peep is in love with Tom-Tom (Felix Knight), but the dastardly landlord Barnaby (Henry Brandon) wants Bo-Peep for himself, and threatens to evict Widow Peep if Bo-Peep won't marry him. Stannie and Ollie vow to help the Peeps, but they cause even more trouble.

Storybook sets and stylized costumes add to the head-trip visuals of this whacked-out yet entertaining kids flick. I was particularly fond of the weird dwarf-in-a-costume mouse who moves around in an unsettling way, usually running from the equally off-kilter Cat with a Fiddle.

The large scale finale, featuring scores of extras as evil "bogeymen" versus man-sized wooden soldiers, is impressively chaotic and occasionally disturbingly violent.

There is a nice balance between the top three Laurel and Hardy feature films. SONS OF THE DESERT is their best modern film comedy - set in the 1930s. WAY OUT WEST is their sole western and wonderful as such. And BABES IN TOYLAND (a.k.a. THE MARCH OF THE WOODEN SOLDIERS) is their best operetta - THE DEVIL'S BROTHER and BOHEMIAN GIRL are good, but BABES IN TOYLAND always fascinates.

It does so for several reasons: The sets are the most elaborate in any of the Laurel and Hardy features. After all it is "Toyland". We see the homes of the characters (like Bo-Peep's mother, the old woman in the shoe, and Silas Barnaby's home). We see the Toymaker's workshop and it's hundred six foot tall wooden soldiers that move (a typical L & H goof-up: Santa told them he wanted six hundred one foot tall wooden soldiers and they got the figures mixed up). We see the main square of Toyland, and the dunking pool, and the cave that leads to Bogeyland.

There are other points. Victor Herbert's music is always melodious, although to be honest the score of the Walt Disney remake actually included the words of at least one standard ("I Can't Do The Sum!") that is only heard as background music in this film version. That the tune "Never Mind Bo-Peep", although it has an elaborate chorus structure, was included instead is somewhat astounding. Still enough of the film's music in the film works - abetted by the singing of Felix Knight as "Tom - Tom, the Piper's Son".

Rosina Lawrence was always a sweet but attractive woman, and her performance as "damsel-in-distress" Bo-Peep is quite good. But the best is Henry Brandon (here Henry Kleinbach) as Silas Barnaby. BABES IN TOYLAND is one of the few Roach Laurel & Hardy features where Jimmy Finleyson does not appear (SWISS MISS is another film that lacks Finn). Charley Hall has a bit part, but nothing special (not like an appearance like in the short THEM THAR HILLS, for example). Instead, Brandon appears for his only time in Laurel & Hardy's world here - and carries it off well. Barnaby is a nasty customer - aiming his financial grasp over the Widow Peep's home to force Bo-Peep to marry him. But he constantly is being bothered by the boys. His first appearance is when Ollie and Stan are playing with some dart-like toy that knocks off Silas' hat (he naturally confronts Ollie and teaches him a lesson). They also try to steal his copy of the mortgage by a version of the Trojan Horse, which Silas doesn't quite swallow from the start. And finally they wreck his seemingly successful marriage ceremony to Bo-Peep. In truth one doesn't sympathize that much with Silas, but he certainly reacts with spirit to what the boys put him through.*

(*Laurel and Hardy fans and Our Gang fans will both know that Brandon had the experience that rarely happens - Howard Freeman had it as Himmler in HITLER'S MADMAN and later a twisted clone of the Gestapo head in the episode "The Beast That Walked the Bronx" on CAR 54 WHERE ARE YOU - when four years later Roach cast him in the Our Gang short, OUR GANG FOLLIES OF 1938 as Barnaby, but now a demonic opera impresario who forces Alfalfa to sing in the street for pennies!)

Finally there are the boys, comic from the start (with them sharing a bed and sleeping, snoring a feather from one to the other in sequence). Ollie's inability to play the dart game that Stan plays perfectly causes him to insist that anything Stan can do he can do. Stan smiles and shakes his head, and starts repeating the "Earsie - Eyesie - Nosie" routine from THE DEVIL'S BROTHER (Ollie looks angry and embarrassed at this). The "trojan horse" sequence with Klein is short but very funny, with the dubious Silas accepting the gift, but discovering what's what when Stan wishes Ollie a good night (who reciprocates). This leads to the dunking stool sequence, and the odd fate of Ollie's watch. And there are other moments as well, all leading to the conclusion - the attack on Toyland, and it's defense by the toy soldiers.

SONS OF THE DESERT and WAY OUT WEST always find their audiences when shown on television or in revival houses. But BABES IN TOYLAND is the only one of the Laurel & Hardy features that regularly shows up on television at Thanksgiving time. Understandably so, as it is always welcomed by young and old alike.